Nearly thirty years after their composition, Aaron Copland arranged his Piano Variations for full orchestra In response to a commission from the Louisville Symphony Orchestra. Produced in 1957, more than a decade after some of Copland's greatest critical and popular successes—Appalachian Spring, A Lincoln Portrait, the Third Symphony—the Orchestral Variations' harsh dissonances and angular melodies signaled something of a return to the aesthetic of the composer's thorny "modernist" works of the late 1920s and early 1930s. Audiences, evidently more comfortable with Copland's colorful evocations of wide-open spaces and sundry Americana, greeted the composer's reworking of his seminal piano work unenthusiastically; the 1958 premiere was followed by a number of boos from the audience. Since then, opinions of the Orchestral Variations have remained mixed (many listeners express a strong preference for the raw, spare power of the original version), and the work has never achieved the same degree of popularity as Copland's other orchestral music. Still, with the Orchestral Variations and other contemporaneous works such as the Piano Fantasy, Copland embarked on the final, perhaps most adventurous, phase of his career, incorporating atonality and techniques derived from twelve-tone principles into his personal and distinctive musical language.

In orchestrating the Variations, Copland took some liberties with the original score, modifying the texture through the addition of rhythms and even canonic elements that were not present in the piano version. However, the musical material of the Piano Variations is mostly unaltered—though timbrally enhanced—in the new version, and the character of the two works is fundamentally the same.

Like the Piano Variations, the theme of the Orchestral Variations is based on a four-note motive (E—C—D-sharp—C-sharp) whose compact collection of intervals gives rise to the stringent harmonies that so strongly characterize the work. The theme and twenty variations flow into one other without interruption; as Copland relates in What to Listen for in Music, the traditional roles of the theme and first variation are reversed, the initial statement of the theme making a strident and dramatic entrance, the first variation presenting a simpler, more subdued version.

Variations one through eleven present the theme in a generally straightforward, if dissonant manner. Variations twelve through nineteen are more rhythmically active, at times taking on the character of a scherzo. Variations nineteen and twenty provide the impetus for a large buildup into a tremendous coda.

Copland makes liberal and imaginative use of orchestral timbres throughout, employing unusual blends of instruments. An extensive battery of percussion instruments (including bongo drums, congas, cymbals, tam-tam, wood block, glockenspiel, xylophone, and cowbell) augment the vigor of the rhythms and lend considerable color to Copland's reconception of the work.

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