First, in photoshop I created a large striped image in grayscale using an oil brush, makings sure there was a lot of blending.

In AE I animated some fractal noise

I used Tint to color the grayscale image and using a displacment map, moving the image over the Fractal Noise makes it look gooey and flowing.

I animated this sort of blooming shape and used it as a matte for the paint composition. I also added some colored roughen edges rust to make it look grittier and ad some imperfection.

After arranging the blooming shape and some other elements into a loop, I luma matted it using this Tissue Paper texture that I’ve had for a long time. You could probably create something similar using fractal noise, but the important part is that it has a lot of variation in luminance so it will create litte splotches of light and dark and help create imperfections and a sort of brush texture over everything.

Placing that entire stack back over a solid color finishses the effect, adding the splotches of light and dark. I also added some grain over everything, just to add a little more grit.

Again, I could have also simply drawn or traced figures with photoshop brushes, but with so little time to complete this project I was not going to do that.

I used just some really bad (but free!) stock green screen footage of 3D characters walking. The keying I did was not good, but it’s actually IMPORTANT THAT THE KEY IS NOT PERFECT (explained in Step 9).

I added a fill so I can use these characters as a luma matte. Some Roughen edges was also added, which may be made redundent in the next step, but I do think it might add some more imperfection to the edges of the matte. I then arranged some character layers in 3d space.

Adding a glass effect, because the matte is so imperfect creates these flairs and frays to the outer edges of the characters which simulates a sort of paint brush effect.

Creating a luma matte with the tissue paper texture will create the patches of light and dark and imperfections when I use these characters as a luma mate for my colored paint layers.