I can't tell you how hard it was not to title this "once upon a forest," but that gives false expectations about a movie reference. xD
Another piece for Tech Opaque, I've actually gotten some great paintings out of this class.
This was a done with a few references from some nature magazines Steel brought in, mashed up together and smoothed over. Actually it was a lot of fun, leaves are a nice relaxing thing to paint. Also I like raccoons.
Done on 20" x 7" Illustration board
Took about 10-12 hours