The pencil just gave rise to that expression, without any planning, and I saw Rean, so here she is, in a moment of self doubt.
Usually while im coloring a character, i have a cloud pattern dully in the background as a temp thing.. a low contrast grey photoshop cloud pattern...and partway through, i had to recreate the layer, and feeling lazy, i just floodfilled grey. And it just fit. SO, here's to one of the simpler 'backgrounds' I've done in about .. a decade..
edit- forgot to mention.. tried a new set of colors for the skin tones, inspired by masume shirow.