I made this in about an hour, using a Martha Stewart shadow box frame (found on clearance at Mike's), one Martha Stewart bat punch, and a bunch of scrap black patterned papers...
Yes, of course it was inspired by Ali's butterfly project :).I used pop dots on some of the bats, but not all. I did use a ruler to help me line them up straight, but I did not measure the distance between them--I eyeballed it and started in the center.
To finish it off, I added a Making Memories sticker embellishment and a paper ribbon from Creative Imaginations. I plan on doing one with pumpkins for Thanksgiving too!
Enjoy your weekend!