Gary Keys' loving homage to Duke Ellington follows the composer/bandleader and his musicians as they play their way through a 1968 Mexican tour, mixing concert footage with reminiscences by sidemen Cootie Williams and Russell Procope. Filmed with an eye toward allowing Ellington's music and considerable personal style to speak for themselves, the film “gives us very little audience reaction and only sparse background material. Presuming a knowledge of the man and his work, Memories stays right with the band. The camera plunges in to highlight a face here or an instrument there in a beautifully photographed - by Urs Furrer, Bill Hudson and Ed Lachman - weave of cold brass glints and warm, light-absorbing black faces. As the band plays through many of the old Ellington hits, the film provides its own subtextual resonances, now sly, now bittersweet, now ecstatic.

“Individual players emerge then fade back into that mass of smooth-running machine, and the camera catches both their moments of self-absorbed glory and Mr. Ellington's reactions. Cootie Williams and Russell Procope, two long-time Ellington musicians, talk of the Duke. ‘Coots,' Mr. Williams remembers the Duke saying, ‘I want you to preach a sermon with your horn.' He struggles with his grief, recalling the year Ellington died. Mr. Procope recalls playing ‘Mood Indigo' night after night with a hint of resignation. ‘But it was mine to play with,' he says stoutly, ‘because when Duke sent you out to the mike you were on your own.' And when you left Duke, he asserts, ‘you had to go to the Philharmonic, to New York to play Mozart, Bach.'”

While Village Voice critic Jim Hoberman attacked Memories as “gracelessly assembled,” he could not but agree that “when the music gets going, it hardly seems to matter.”

Selected for the New York Museum of Modern Art's New Directors Series, 1980.