What do you think of this layout?

I think it's nice, but some of the words might be a little hard to read against the background. Maybe you could darken the whitest background dots, but just a little cause I like the blue color of the background. And the left side of the horse's body is a little cut off. But those are really minor things that I only noticed because I was looking for any little thing that might be able to be improved. If your friend is saying it's ugly, I think she's just jealous.