I started with another fabulous find from a local Goodwill, some Happy Haunting papers from Graphic 45, a Scor-pal and some Stickles.
First, I cut a base image in a circle to fit the center of my Goodwill tray (I used the Center Point feature on my Cricut to get the portion of the image that I wanted), then I cut portions of a second image which I could pop up on some 3-D foam adhesive. I cut 2 strips of the fence paper, being sure to have the "Halloween" sentiment at the upper edge. I used the Scor-pal to score both strips every 1/2", adhered them together and created a rosette. I mounted my circle image in the center and adhered the whole thing to the center of the tray. I added my "pop-up" portions of my image using foam tape, and I glittered it all up using Stickles. Lastly, I used some ribbon from my stash to make a bow and a hanger.
You can see in this view where the "pop-up" pieces are, and where I added the Stickles on the hat, broom, coat, and cat's bow.
Items available at Cutters Creek: