Good start
ciwecom2003. I would eliminate the UPC from the front cover altogether. It takes up too much valuable space and isn't needed. If you still want it on a front cover put it at the bottom of that left hand column of images and make it a bit smaller. Volume 2 doesn't need to be so big as that information isn't really very important to the reader. I'd like to see the Brad Weston type and description perhaps a little smaller and moved down so the image is more the focal point. Perhaps colorizing the balloon would draw attention to the image? Finally, how about changing the background color of the ring neck image so it more matches the other two, shrunken head and Challenger? Toning down that blue (which tends to clash with the bg color you chose for that right hand column) would be visually more appealing to my eye (but then, there is no accounting for taste

)
PS Don't take any of these suggestions as coming from an experienced layout person...they aren't!