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P creates works of art, which she sells. Deck the Walls, a chain of outlets for modestly priced art, is among the buyers of her works. P had registered her works with the Register of Copyrights. One Deck the Walls store sold some of P's notecards and small lithographs to D. D then mounted the works on ceramic tiles (covering the art with transparent epoxy resin in the process) and resold the tiles. P sued D contending that these tiles are derivative works, which under 17 U.S.C. § 106(2) may not be prepared without the permission of the copyright proprietor. P based her suit on Munoz v. Albuquerque A.R.T. Co., 38 F.3d 1218 (9th Cir. 1994) and Mirage Editions, Inc. v. Albuquerque A.R.T. Co., 856 F.2d 1341 (9th Cir. 1988). Mirage Editions dealt with pages cut from books and mounted on tiles which the court held violated copyrights. The district court disagreed and entered summary judgment for D. P appealed.

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