You will need:

- wicker basket or cornucopia that can sit on its side without rolling
- small to medium sized pinecones
- assortment of fall leaves, twigs, sprigs of leaves or berries, and small pumpkins or gourds
- wide ribbon with a fall pattern (optional)

Set your basket on its side (or use a cornucopia) directly on the dining table, or on a decorative tray for portability. Wrap the ribbon around the mouth of the basket and tie in a bow, or leave the ends to spill over the sides.

Stuff the bottom of the basket with the pinecones. Place leaves inside the basket and out onto the table or tray, giving the appearance of a spilled basket of leaves. If you're using a tray, cover it completely with the leaves. Add decorative touches with more pinecones, twigs, sprigs, and tiny pumpkins.