Need input - how to improve
 

I have been working on this for awhile from scratch relearning as I go, and I`m not sure if I`m satisfied with it yet. The saturation of the characters and BG will be brought up later still, just trying to get their clouds and eyes done first. The middle guy's eyes are only half done, but I thought I`d see if anyone had any ideas to make the smoke appearings look more natural...it IS fantasy based, but I still want to make it as believable as I can. I`ve gotten varied feedback on which looks best, and how to enhance it, so I`m really looking for more of that.
Thanks

www.naqproductions.com/temp/smoke_eyes_new.zip

Done in AE CS3

The smoke needs to have lighting that matches the live footage: to my eye it's too dark. Maybe some shadowing on the ground, too. You could let some of it fall 'behind' the characters before it dissipates, maybe, too. If the smoke was more visually real, you then could use a little more of it: there is a lot of the foreground that just fades-in without the cover of smoke.

The masking of the characters is pretty good, I can only really see the edges when I scrub through. Feather the masks a bit, I can see the edges on the ground pretty clearly. You lose some of the first guy's shadow, and the branch above the 3rd guy morphs a little too 'obviously.' You might try to heal/clone/paint the stick that the third guy steps on: it jerks around as he fades in. It works on a single viewing.

The eyes are interesting, you'll not have any trouble selling that: it's a visual language we all know from hollywood.