Hi @nenethomas Sorry for late reply.
Your own critique was spot on. And to fight that all you have to do is the opposite of your description. Flat? Lets add form. No depth? Lets add an element/ineterest point further back.
The main thing that can help you here is having a more consistant light source for where your form and cast shadows were placed. It was perfect in some areas and in some completely forgotten.
This is not a paint over and only to illustrate the concepts.
To show you, lets put a multiply layer where the shadow might more formally 'be' for the main key light and make it dark for this critique so you can see it. I used warm for the skin and cool for clothes generally. Multiply will will darken pixels but can also saturate.
The next thing is to play around with what we have to change our surroundings without getting lost on story telling. It looks like a medieval sewer. So how about some light and or a sewer grate, to highlight the silhouettes of the characters.
This is over exaggerated for the purpose of idea sharing here.
Flip is horizontal, vertical, look at it the size of a postage stamp. Its okay to take forever. Its okay to start over. Its okay to trash it. You put a lot of work in and I get the frustration. But definitely dont give up. There is a lot of love here in the rendering but maybe detail got the best of you.
Best of luck and keep puting in that hard work.