Couple a phones hanging out under a tree in a storm :P

I dont know what it is but every time I look back at it the more I dont like it. I've been fiddling with it a lot and but I havent been able to fix whatever it is thats bugging me.

I think I'm going to try some shading/lighting/composition studies after I'm done with lineart. Just cause I think thats probably whats bugging me.