The fabrics are velvet upholsery samples on the front with wool felt on the back (and eventually on the gusset). The buttons are shell and were purchased at Hancock Fabrics about two years ago (I think the brand is Shellz). The bee is out of a sack of vintage stuff I thrifted. I didn't care for the googly eyes he came with, so I replaced them with beads.
The ribbon and beads are out of my stash. No idea where or when I got them.