cut 3 pieces of desired fabric and 1 piece of batting or interfacing or stiffener 17" by 6". . Fold one fabric piece in half long ways, press. This becomes your pockets. Mark first sewing line 1 1/2" from one edge. Then continue marking 1" intervals. The last pocket will end up 1 1/2" also. Place this pocket fabric on top of the inside lining fabric, lining up side and bottom edges. Sew on lines forming crayon pockets. Then, tape a ponytail elastic (or ribbon ties) to one end right above the pocket. Then, layer in this order--bottom layer-batting or stiffener , then the lining fabric with pocket side face up, then the outer fabric face down, matching outer edges. Sew with a 1/2" seam, leaving an opening to turn right side out. Slip stitch opening shut, and attach button to desired spot. I used one layer of thin batting, but I wish I had used something stiffer. Next time! There are lots of directions online, but I wanted one for a standard box of 16, so I adapted to suit.