This was inspired by a similar photo from a similar perspective; I liked how - for a moment - it looked like the sailboats were sailing in the sky.
With a little bit of experimenting with the camera, I managed to achieve a similar POV. As I was working on the scene, I thought I'd add the scene a dreamlike look (started off as a realistic daylight scene, but I got bored...). So I took the Foggy atmosphere from our Mountain Lake Scene Set and tweaked it a bit.