I took a clear shoe box from Target and filled it with white aquarium gravel and blue floral decorator stones to make it look like water and sand. I added in a few shells and an aquarium plant to spruce it up and finally three mermaids. Since I had all the materials on hand except the mermaids which were $10 dollars from Target it was a quick and cheap project. Miss Independent loves this play box. You can play with it dry or add water.