(please excuse my crazy-lady hair!)
The backside is more patchwork made out of his white shirts, that I just pieced together pretty randomly until it was big enough. Even the binding is made out of Jared's shirts. Yay for recycling. There is a layer of batting inside, so I machine quilted around the edges of each pocket to hold it in place.
This is a Martha project (it was actually the Craft of the Day about a week and a half ago) ... you can find the instructions on her website here. At the center of my quilt I used a nine-patch block that included fabric from each of the pockets, which makes it slightly different than the Martha quilt. That was my friend Megan's brilliant idea.