Counting Sheep for clarinet and marimba was composed for a celebratory concert of Hannes Taljaard’s 50^th birthday after a call for scores by NewMusic SA. This work is dedicated to Hannes Taljaard. The title hints towards a lullaby as one would often ‘count sheep’ when struggling to sleep – the work is a type of a lullaby but also a type of a ‘puzzle’. This relates to the typical childlike works that Taljaard often composes. I followed some compositional techniques and processes in this composition that explore the reciprocity between notation and perception, in the hope of sparking inquiry into deeper levels of understanding the work. I also worked with transformations of material that can be considered as complex transformations, or no transformations at all?! Some of these ideas were stimulated by analyses of Taljaard’s compositions. I did not attempt to imitate or apply similar techniques and processes in this work, I wanted to create a work that would allow people to engage into deeper conversations about the various levels at which the work can be understood. These include topics such as: is the music going up or down? is the music becoming simpler or more complex? what is the role of the different time signatures? are patterns becoming shorter or longer? When one is about to go to sleep, one is often drowsy. One can argue that one’s sense of reality is then blurred to some extent. Therefore, Counting Sheep exploits this blurriness at first, and reveals the ‘solution’ to this ‘puzzle’ at the end, as it loses layers of complexity towards the end of the composition. In my opinion, similar to counting sheep when trying to fall asleep, one won’t be able to specifically count all the sheep or to report precisely on how many sheep there were.