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So I came across this image in a *cough* hentai doujin and I just really thought it was an amazing piece of art, and I wanted to do something with it.
So, throw about 40 hours of line-work, gradient fills, and other shit that Flash is not meant to do (like soft shading on the skin), and you get something like this!
For a much bigger (1944x2074) and uncensored version, clicky here: (warning, tits)