Andy, thanks for the comments, i got the fabric at Walmart and it is a licensed fabric and you can find it on ebay too. I paid a little less at Walmart cause it is 8.99 on some online shopsl Yes they do have fleece but have never really worked with it so thought i would try that another time. Right now appliqueing square of the fabric to the white stars and then sandwich and quilt, found it to be not so heavy as i thought so will put in a layer of batting. The denim I am using is not a thick kind, in fact kind of thin so will try it. Have decided to outline the stars on the front and i think should be enough quilting to keep batting in place. Will make final choice of that after completeing that portion. Will be seeing him in September so have some time to finish.