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It's hard to measure in mere words the worth of an artist like Billy Strayhorn (1915 - 67). The music he gave to the world speaks so clearly and with such incredible musical imagination; so let me at least try to put into words what this project has meant to me. Taking on a Strayhorn tribute record is a pretty big mountain to climb; Billy's enormous importance to American music as a composer and profound integrity as a human being set the bar very high indeed as a model to aspire to.

His body of work does not particularly need "reimagining"; the way he imagined it is, even this many decades on, about as good as it gets. I can only offer my restless mind as the motive for this 'Latin side of' tribute; and my curiosity, in wondering what the Ellington band might have sounded like had they all been born en la Havana.

For this CD is also a tribute to the profound influence Latin America has had on me. The music of Brazil, Puerto Rico, Peru, Colombia, Argentina, and particularly Cuba, has mesmerized me over the last fifteen to twenty years. I feel I have still barely scratched the surface in understanding the beautiful intricacies of these magnificent musical cultures.

The musicians on this album are all part of a New York City musical family. The core members of the group, known on previous releases as the Paul Carlon Octet, have been working together for, in most cases, ten years or more. In vocalist Christelle Durandy I have found the perfect foil for the colors and energy of the band.

As to the special guests: Chembo Corniel and I met playing in Harvie S's band; I am lucky to have his experience and deep feel here. And equally lucky to have Benjamin Lapidus on board. I've learned an awful lot playing in Ben's group Sonido Isleño for the last ten years, so he was a natural fit for this project. Pedrito Martinez and I met around 1999 when we were both part of Juan Pablo Torres' concert at the Town Hall, Cuba Without Frontiers; we continued working together several years later in the Ileana Santamaría Orchestra.

And the expertise of Obanilu Ire, who came on board on Christelle's recommendation, turned out to be a perfect fit as well. In the two years that have passed since I decided that a Strayhorn record would be this group's next recording project, we have gone through a very organic process of workshopping, rehearsing, and performing these songs live, adapting them to fit the unique personalities involved. I've spent many hours as well editing and rewriting them as they developed and as various aspects revealed themselves more fully.

Music comes from the heart, and it is our great pleasure to share how we feel about Billy, from our hearts to yours, on this album. It is also my personal privilege to be recording and performing with such big-hearted human beings. Many thanks to Ben, Beaver, Chembo, Mark, Anton, Mike, Christelle, Pedrito, John, Dave, Alex, Obanilu, and Ryan. A very special thanks also to my wife Lavita for all her love and support.

Timba-influenced arrangement features the inimitable humor of Ben Lapidus on the decima…the masterful Dave Ambrosio on the bass solo…yours truly on the tenor solo…and the transcendent Pedro Pablo Martinez on congas and soneos.

Day Dream: This was such a natural fit for Christelle, adapted as a funky son montuno. Anton Denner is the featured soloist on alto saxophone. U.M.M.G.: One of my absolute favorite Strayhorn classics, done so well on Ellington's own tribute to Strayhorn, …And His Mother Called Him Bill. Another Afro-Cuban 6/8, this one's a feature for John Stenger.

Johnny Come Lately: This
Tonk: In a sense, the holy grail of lesser-known Strayhorn works. This quirky, modern song was originally recorded as an uptempo four-hands piano duet with Duke and Billy. An orchestral score later surfaced and was recorded by the Dutch Jazz Orchestra, but I have chosen to adapt the original piano recording to a Puerto Rican bomba. The montuno at the beginning is Billy's original; I have not altered it note-wise or rhythmically, and yet it fits the bomba feel perfectly. Alex Norris, Ben Lapidus and Obanilu Ire are the featured soloists.

A Flower Is A Lovesome Thing: There's a funny story about this arrangement; it started out as an attempt to write an Argentinian zamba rhythm, but somehow I couldn't leave well enough alone and it ended up in 5/4, with a few measures in 6/4. Mike Fahie and Christelle are featured in a luxurious intertwined rhapsody.

Sweet and Pungent: Another little-known Strayhorn gem I discovered on Duke's Blues in Orbit album. I adapted the elegant yet gutbucket blues of the original to a Cuban guaguancó. Ryan Keberle, myself on soprano, and Pedrito Martinez are the soloists.

Passion Flower: Billy's love for flowers is reflected in the imagery of many of his song titles. This classic, once a vehicle for the torrid alto saxophone mastery of Johnny Hodges, is given a completely innovative interpretation by the masterful Ms. Durandy, with yours truly on tenor.

Chelsea Bridge: Paul Gonsalves is one of my all-time favorite tenor players, and this song was a feature of his with the Ellington band. Here it becomes a trumpet feature for Alex, with some free jazz-inspired sections and an old school cha cha chá outro that calls on tresero Ben Lapidus and flautist Anton Denner. Paul Carlon

Recorded at Water Music/Hoboken NJ, May 7 & 8, 2012 and Kaleidoscope Sound/Union City NJ, August 23, 2012. Tracked and Mixed by David Kowalski. Mastered by Maria Costanza Triana. Produced by Paul Carlon. Package design by Jack Frisch. Executive producer: Joachim "Jochen" Becker.