I took a class with Pam Clarke and she demonstrated the pounce pad, there is a right and wrong side of your stencil, the rough side goes down and u can use a little spray of basting spray to hold it in place, and b4 u use it for the first time she says take it outside or in the garage and really rub the stencil to get the powder worked into the stencil, also you have to make sure the pounce pad is full of chalk, she says to put it in a plastic bag and pounce it until the pad is saturated, also the key is to rub it across the stencil. It is a personal preference, but I think it works very well. I think the reason they call it a pounce pad is to get the chalk worked into it you do have to pounce it with the cover on the pad.