P.S.
I used 2 sets of new pillow cases from the dollar store, which I cut up for the blue background (which is also the first backing under the brown flannel) and most of the fabric pieces were cut from old shirts, and some new fabric I had, but had never used. The bears (and sashing) are from new fabric purchased at JoAnn's locally, and the flannel is also (new) from there. All fabrics were pre-washed.
A special thanks to my skilled and experienced quilter neighbor Judy, who guided me through the whole endeavor.