A musical work for voice and orchestra (or piano) using as its text the poem Memory by Rachael Jessup, which won the Taronga Foundation’s Senior Poetry Prize (2004). In comparison with abstract instrumental music, musical works with text offer composers additional avenues for creating layers of meaning. Memory is one such piece that embodies a research component through its exploration of the relationship between textual and musical discourses. This relationship is at once literal (the text invoking a specific musical ‘mood’) and ironic (the music revealing hidden subtexts that are sometimes at odds with the surface imagery), a process that creates multiple viewpoints. While the theme of Rachael Jessup’s poem concerns her grandfather’s and his family’s memories, it also deals subtly with the loss of memory and the relationship that the living have with the dead through the act of remembrance.