Looking-Glass Changes was commissioned by clarinetist Jeffrey Brooks. The work simulates the effect of live-processing in the way in which the performer interacts with the stereo playback, frequently presenting material that is subsequently picked up in the fixed media. The work also includes an optional improvisatory passage in the closing section that allows the performer expanded freedom to interact with the texture created by the layering of previous material. All samples in the stereo playback, both pitched and nonpitched, were performed by Jeffrey Brooks and recorded in the studios at Florida State University. The playback consists exclusively of sounds produced by the clarinet.