Scenes was written to fulfil a post-tonal theory assignment during Kay's graduate work at USC. Using a unique method of pitch arrangement, Kay combined his interests in Minimalism and American folk music with twelve-tone serial techniques, namely Milton Babbitt's 12-tone matrix. Rather than using it as an analytical tool, the matrix became the source and cause for all pitch choices. It was a reference from which Kay never deviates, though he exercises great care in his choices of rhythm and emphasis.

Still, though rooted in post-tonal theory and 20th century techniques, the music retains its programmatic and impressionistic qualities. Listeners have described the piece as an evening stroll through a town square, looking at the different shops and people along the way. Or, they have pictured themselves sitting inside on a rainy day, watching people passing by the window, each with their own character and purpose. In each case, the work has been described with images and movement and never with twelve-tone theoretical language, and yet, this is the root of its being: written to fulfil a post-tonal theory assignment during Kay's graduate work at USC.