A Nautical Box- what to do with a shadow box frame

I dedicate this post about shadow-boxes , what to do with a shadow box frame and nautical decor, and nautical decorations,  to my inspiration, Bri with her funny and fab blog Me, you and a wiener.
She has just about the funniest post about a shadow-box with a sea fan here, you really must read it - it's hilarious and on top of that, she makes one heck of a nice box !!!
Her post reminded me I still had one of those boxes lurking in a corner and no idea what to do with it.
           It was previously owned by a famous spoon man.Here's the spoonman's spoon box.

                                   It's the only explanation I can come up with for the rails.
            I normally use my spoons and don't hang them on the wall .Not sure if I ever would.
I was pretty stumped what to do with this box .Thankfully I read Bri's post so the whole sea-and-nautical idea then dawned on me.
The wooden rails had to go, though, that was a given.The back came off too, with inside some faded velours .
                              
I was just too impatient to spray-paint the inside and outside of the box .Plus it was a really tight fit. It would not have closed properly  if you would only have even1 inch too much paint on the box.
                                                  Now for the inside....
I still had a whole stash of oyster shells- from the time we had this some time ago.

I had washed and cleaned the shells and stored them- and they were in my garage with all the other stuff         " that may come in handy one day ".
Do you have a garage like mine - by the way ?? I daren't let one of my cats in there, as he a recluse and extremely good at hiding. There is so much stuff,( waiting for " make-overs" or just because " it might come in handy"  he once stayed there for months and you couldn't find him .
                He came out eventually though- when he wanted ( Cats! ) !( Yes- he was fed ! )
  I also had tons of leftover fabrics ...and pale blue seemed to go best with the oyster shells. So I had a look if  the oyster shells fitted in the box- as mine was very shallow .

                           The door of the box closed OK- so we were in business.
        I wrapped the fabric around the backpanel and  glue-gunned it ( at the back )  so it was stuck on.
  Did a paper pattern of the shells - to see where it would look best to glue them on. See the shell to the right.                                  You need to have a bit of a visual idea so the paper helps.

   Once I had decided, what looked best, I glue-gunned three rows of three oyster shells inside the box.
    To get rid of the wood- I glue-gunned a striped ribbon I had with the same colours on the outside.
     I made a cockade, topped with a mother of pearl button, and glue-gunned that at the top of the box..
                                                       Here you can see the whole thing.
                                                                  

                                                                    But I liked it best here .

                                                                          Here's  more of a detail.

                                                                       And more detail.

                                                                 Stop!Enough pictures!
                                        I suppose you can tell Iam pretty pleased with my box.
                                           Also this was not really my idea but Bri's- sort of.
                                                                    Thanks Bri!
                       Get yourself some shells, a box and a glue- gun and you're ready to roll-
                                               make your own nautical decor !!
                                                                   Happy crafting !

This project was featured by Rebecca Restrepo on www.examiner.com under National/Home & Living /Hobbies  here.