This started as a little lullaby intended for a programmable music box I bought from Amazon. The box is completely diatonic (i.e. "white-key") and works with manually punched paper rolls. The original piece is kept intact in the initial celesta solo.
When I realized that making the punched rolls was a ton of work and the playback was extremely unsatisfactory, I decided to recycle the lullaby into a piano piece. I decided to write an "answer" by adding previously unheard Bb's, and the piece kept evolving until it exploded in that first demented trumpet solo. At this point I decided that the piece was orchestral in nature, and that it represented a dream.
I then added the central theme (presented by the bass clarinet), representing a witches' Sabbath, and after some development I made the opening lullaby reappear in a new key. Finally, I concluded the piece with a small coda featuring another dream-like celesta solo over muted strings.