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1. Because the angle and box shape were a little tricky for me, I started by building a very basic model of the scene in 3D Studio Max, using a quick model I built of a heart-shaped box and lid into which I posed a biped. Then I chose a good camera position and rendered out the scene for use as a reference.

2. In Manga Studio, I imported the rendered reference scene to use as a guide for a very rough sketch with big fat pencils. The fat pencils force me to keep the sketch loose without getting too caught up in the details. I started with just the basic naked figure and a rough background to put them in. Then I rough in the general shape of the clothing to make sure it will fit in the box and still leave visible anything important. I also went ahead and inked the shape of the heart box itself since that's already determined from the model.

3. Final sketch. Now I go back and do a more detailed sketch, working out the clothing, hair, and box decorations.

4. Inking. I use a variable-width inking brush for the characters and a constant-width brush for hard things (the box, vibrator controller, etc) on vector layers. I use lots of different layers for different parts, which makes it easier to overdraw and erase as needed. I also used a new trick for the chains - I created my own Manga Studio brush based on my own drawing of a chain. That way, I can more quickly drop in a chain, drawn by me, of any length. I gave the chain a little twist to it so that it's not such an obvious pattern. I used the same method to make the braiding on the box decoration.

5. In Photoshop, I convert the imported lines to a folder with a mask and put a solid black layer in the folder. (CTRL-click RGB in the Channels tab, invert the selection, create a mask from the selection.) This will come in handy later when I color the linework. Then I create another folder and start creating the basic color blocking.

6. Rough draft shading. I did a quick rough draft of the shading, to see how it would look.

7. Form shading. I create a dark brown solid color layer (linear burn) and start painting in the basic form shading with a soft airbrush. Except for the hair, which gets its own dark brown layer but with color burn blending for more richness. I also use a smudge tool on the hair and various creases in clothing and skin to create detail.

8. Backlight. A bright pale red solid color layer (screen) to fit the reflected light from the red box lining and the red environment. I turned one of the form shading layers back on, temporarily disabling the mask (shift-click on the mask), to make it easier to see where I'm painting. It doesn't look like much by itself but, when it's combined with the form shading, it really makes the characters pop. I used both a soft brush and a soft airbrush. When it's done right, it should look like real lighting from a different angle. And again, smudge the edge of creases and hairs.

9. Turning off the form shading, I make a new dark brown layer set to multiply and start painting in the cast shadows with soft brush, using a smaller brush in places where the object casting the shadow is closer to the thing the shadow is on.

10. Combine them all and ta-dah! Looking good!

11. Shiny. Now add in the shinies. I used a solid white layer at for basic shine on lips and breastforms (to make them look more artificial) as well as strong, wobbly streaks of shine on the metalwork, another solid white for shine in the eyes, and solid white set to overlay (which makes a richer shine) for the hair shine. Painting the hairshine, I use a variable width sharp brush, then go over it with an airbrush to give it a little glow.

12. Lacing. I didn't ink the lacing because the linework would be too small and fiddly. Instead, I made a new layer and drew the little U-shaped grommets in by hand. Then I used layer effects to add colored strokes and a bevel effect that matches the shiny effects I painted on the chains. I did the same on additional layers with a simple hard brush to make the laces but with a less shiny bevel effect. Then I went back and added cast shadows onto things the laces would cast shadows onto and onto the laces themselves.

13. Colored linework. Going back to the linework folder, I started adding new solid color layers, using the mask to paint the color of the linework. Since the new layers are inside a folder with a mask defining the linework, I don't have to be very precise when coloring the lines. I always add new color layers below the ones I already did so that I can be sloppy in the areas that are already covered by colored linework.

14. Final details. I add in a light red layer for blush, airbrushing just on in the same area as the skin. Blush goes on joints and face. Eyelashes are done with a folder containing a solid grey layer and a solid black layer. I use a variable width brush to paint in lashes on the folder mask. Then I paint in a few thin streaks on the grey layer mask to add depth to the lashes. For the sweatbead, I used a white layer with the fill turned down and add a layer effect with white inner glow set to 100%. Then I use a variable width brush in the mask to paint in the shape of the sweat. After, I add a new white layer to paint in the shiny highlights on the sweat. Then I add a simple gradient to the background and I'm done!

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