So, rarely nowadays do I ever just sketch something up and think to myself... Okay, this is gonna turn out cool!
I originally had a very different idea for a background, but it didn't turn out so great, so I was like, "Okay, now what?" I kept the character sketch, but scrapped the rest. I came back to the pose a little later and though to myself. "Hmm... Kinda looks like a cover for...OH!" I had to borrow a magazine from a girl-friend for the reference :3
Must admit. Umbra's really kept her figure over the years.