1 cardboard box, 1 package of white tissue papaer and a two pack of those 100W light bulbs and a sheet of white construction paper. OK, $20 with the light fixtures, but it's functional. I still have to experiment with lighting. Possibly adding another out front or through the top. It's functional as the tissue paper diffuses the lights very nice to balance it out. I still need to work on it as evident by the dark Skyline picture.