Oh Mushroom Mushroom (no snake)

Tried some straight up painting with the CS5 brushes, I'm getting there. No reference other than a quick look through google images so I could remember what a mushroom looked like exactly.

I also found a nice tip online: once you have the painting more or less how you want it, duplicate it, emboss the new layer one pixel high with maximum amount, desaturate, set to overlay. Makes the strokes look much more realistic.