Very nice work and like the dark element on this too some nice work here the loud element was cute too

~X~

Cute idea, I like the concept you came up with and especially that you gave him goggles.

As for critique, I think what it lacks to be one of these enchanting dreamy night scenes is, above all, contrast. You used dark and desaturated colors, which makes sense cause it's night, but you need light to make other parts appear dark and you need some saturation to make the shadows appear misty. Otherwise they just appear dull to the viewers eye. If you'd google 'night scene' for example you'd instantly see what I mean.

So what is this babbling about? I'd recommend adding some hightlights, a moon maybe or at least make those stars 'pop' a bit more and and some blues or purples in the mix. The cloud needs some defining too, this is again due to the lack of contrast. The shadows are only slightly darker than the midtones and highlights are basically non-existant.

The text you added doesn't add a lot of charm either, maybe you'd be better off using your handwriting or use another font for that purpose.

Some resources for fonts:

http://art101.newgrounds.com/news/post/569368 (remove the empty spaces in the URL)

Am I saying all this to discourage you? Not at all, it's just because I like what you got here so far and I think you should build upon it.

I'd even say you could consider reviving your thread in the art forum for that purpose... just saying. :)

All in all a good idea, nice execution thus far, but could use some work still.