Yeah, that looks great! I wanted to avoid more than 16 shades on the background but I'm thinking like that it's totally worth it. 

I really like the rock texture! :))
but it looks a lil flat :s

I tried adding some shades but dunno if you'll like it

I'm curious as to why you think so many colours are warranted? I loaded this mock-up up in Photoshop and output the image with a limit of 32 colours. It was very close to the original w/o ruining the integrity of the piece. There are quite a few shades that are so similar they add almost nothing of significance or value. I took it a step further, and created a shared palette for all assets (BG, Sprites & HUD) and came up with 29 + 3 Transparency for a total of 32 colours (all from the original mock-up). Anything that didn't blend well from straight colour swaps could be rectified w/ some nice dithering and colour combinations. Even if three separate palettes were made for foreground/background, I still think the heavy colour count is unwarranted, since the HUD & Sprites could share many of the same colours. The background is also devoid of black and could be used more liberally to add depth and shadow.

Palette (for reference)

P.S. I wanted to add that I am a fan of your work and I think you are a quite the talented artist. :)

I have to wholeheartedly disagree on the 8-16 color amount per layer. The minimum colors I could get on this without deviating too much from the original are 40. you also need 8-16 additionally for the hud elements.

13 on the bg, 27 for all the sprites and the hud.

http://abload.de/img/2017_27_1mmsef.png

Thanks for the CC dude, the area is the intial area outside the Chapel Bonfire, near the estus shard by the pillar, it's supposed to be Anri of Astora on her way to see Alderich, so I figured she would be embered but not have a covenant.

Every assets uses less than 16 colors but all together they tend to add up (I guess I could reuse some of those). 

Souls titles are very near and dear to me. Attempting to do pixelated Dark Souls is quite challenging and extremely ambitious. I commend you for trying! I really like the colour choice on this one, but there are major problems with this piece. Just a few pointers for future reference:

• The perspective needs a complete overhaul. Everything looks very flat and as a result, much of this piece confuses the eye. Where this is most telling is how the sprite blends with the background. Things like the obelisk/pillar perspective add to the distortion. Since this is going for the classic top down JRPG (Final Fantasy/Link to the Past) I would look at more references to see how the artists overcome perspective issues.
   
• The rocky outcrop is not very well defined. The pixel clusters are a tad bit messy and lacking clarity. Personally, I am not a fan of this painterly technique because it gives the impression that not everything was hand pixelled or given equal attention.
   
• The colour count is immensely high for a mock-up that is 90% rock (86 colours?).  This background could be achieved with 8-16 colours (or less) and another 8-16 colours for sprites.
   
• The HUD could use some reworking. Objects are not as clear/defined as they could be and there is too much going on for something that requires minor detail to be effective. Furthermore, the covenant symbol is far too abstract (I’m guessing its Warrior of Sunlight) for my tastes. The HUD should be clear as to not confuse the player.
   
• The sprites do not read as effectively as they should. It mainly has to do with the wonky forms. If it weren’t for the hint of a sword and the Elite Knight glancing left, I would have a hard time determining whether or not the sprite was moving forward or backward.
   
• It appears as if not a single item was duplicated, which shows that a lot of effort went into every detail ie. No two grave stones look alike. However, this could have a more uniform and dynamic look if you created just a few smart tiles and duplicated them. Right now, even the well pixelled stuff looks inconsistent because there is no consistency. Creating tiles would cut down drastically on the amount of work you put into this and would be more impactful for the viewer. Even DS3 and all its graphical splendor, repeats assets and uses a modular approach similar to tiling. ie. Not every window has to look different convey the fact that it is a window. Sometimes the simple approach is the most effective.
   
• Last but not least, I know you stated this is the Cathedral of the Deep area, but I am having a hard time determining which part? I assume this is the fork in the road that leads to the graveyard, but it’s difficult to tell.

Overall, it is clear this is a Dark Souls Mock-up, but for people that have no point of reference, I believe they would be hard pressed to determine what is exactly going on in this piece. I do believe that you have some really strong talent but there are very specific and stand-out things that make this piece problematic.

Did not play DS, but this piece looks amazing 

The only point is that firstly i thought he is climbing the wall