Oh -- sorry, I just noticed that I had a comment on this picture! I covered it in Crayola modeling clay -- but when it dried it starting falling off so I glued the hardened pieces back on! The horns are made of the clay, too! I also got a clue from the Mommy Blucky Demon tutorials and used cotton batting and carpet latex on him -- he's been in the attic all summer so I don't have a clue how he held up -- I should get him down and fix him up again . . . it's getting to be that time!