a lot of my references came from internet sources. the bakery idea, for instance, came directly from an image search. but i needed some really specific shots and i didn't want to just fudge something together, so i went out on a photo shoot (specifically savannah's forthsyth park and broughton st.) to capture the angles i was looking for. i then took these photos into photoshop and warped the s*** out of them. i saved these out as JPGs and brought them into flash for painting. btw, chain-link fence, not so much fun to draw...
the following are progressions from the original animatic to photoshopped references to final painted backgrounds -





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