The sky was done by using a flat color material (which doesn't receive shadows) and drawing in the clouds using the spray stroke in conjunction with a crescent-shaped alpha. The main figure is made from a skinned ZSphere tool. Additional details were added on separate layers, jewelry, guns, etc. The guns were also made from skinned ZSphere tools. The grass was done by using the Fiberbrush in conjunction with the grass texture that comes with ZBrush (a trick that I learned from Mentat7 :) ). The transparency on the wings was done using the clone brush with layers mode switched to "on" and shaded switched to "off". The hair was done by using tapered half-toruses. The flowers were made from modified Gear3D tools.