base with slight change

The original line art was a bit more.... straight forward to the nasty part.
I thought it would be a little more milder if I changed the facial expression a bit, and add something to show that instead of force, there was some mild intimacy going on. 
My main practice is to try understand fabric folds, as I find trouble with it before. 
The skirt is still rather dull and stiff looking, as if there was nothing between the leg gaps. 
I'm not sure if I should try colour it. But for now, I guess this would be a first for me to try draw something a little out of my league. 

Original base was here : xxlady-mafiaxx.deviantart.com/…