This three movement work for flute, clarinet, and bassoon was initially conceived during autumn in Vermont, where each lovely, temperate day inspires the awareness that it may be the last before the onset of the long, formidable, wearisome winter. The first movement is based on a twelve-tone row that features perfect fifths and fourths. The late introduction of the bassoon highlights the aim throughout this composition to weave together the voices as equally important linear strands that coincide to express various harmonic sonorities. The second, slower movement, draws somewhat on jazz chord progressions and voicings. The lively third movement is another twelve-tone setting. As in the first movement, the twelve-tone method here is one that allows liberal pitch class repetition within one statement of the row. Imitation is at play in this movement, and the row itself contains many smaller intervals than those found in the row utilized for the first movement. The bassoon slips away early and the flute and clarinet intertwine themselves to bring the piece to a close.