A punch (any kind, I used 1 3/4 circle punch)
Files (I used a 3M file for the bigger circles and a small file for the half circles)
You also need textured cardstock with a white core. The white core is important because when you sand the punch, the white core comes through. This is what gives the card it's dimension.
I then punched some circles out of the textured cardstock. I cut some of the circles in half to use on the edge of the card. Then I sanded the circles and half circles with my files.
After all the circles are sanded, I rearrange them on the card until I get a pattern that feels right to me. The card consists of a white card with sage green cardstock cut slightly smaller, and then the purple textured cardstock cut slightly smaller than that. When I have a pattern that feels right with the circles, I place the cirlces in my Xyron machine. A Xyron machine can make anything you place into it a sticker. You can use any form of adhesive you feel comfortable with though.
Take the circles off the Xyron sheet and adhere to the card. I chose to put a polka-dot ribbon with a metal buckle at the bottom of the card.