The second track on the album, "Nocturne #2," introduces his work on Satie's Nocturnes, which he wanted to do as duos to reflect the left hand/right hand nature of Satie's piano playing. Willis notes, "I decided to do all six of Satie's Nocturnes. I absolutely fell in love with them all, and I knew by playing each of them I'd be able to explore new avenues that are typically not covered in jazz music." "Nocturne #2" is from Satie's war and post-war period, and is a quick switch of moods from the opening track, allowing Willis to delve into his classical side. His soprano sax soars five octaves (extending the original four octave composition) atop classical bassist Richard Sosinsky's dark brooding 12/8 bass work. The arrangement presents a graceful dance of two musicians, as if they were "skating for the gold." The emotive side of the piece shifts just as swiftly and seamlessly as does its performance, and ends with what Willis sees as "Satie himself smiling."