This project presents an arrangement of the theme-song from the television show, “Winnie the Pooh” into a set of theme and variations. Though it dates back to the early music period, theme and variation sets were popular throughout all musical time periods. The theme is based on melody popular to the public, while the variation is a reorganization of the theme. The composer can include musical of stylistic elements to characterize each variation. This theme and variation arrangement will include the theme-song, transcribed by ear, and a set of three variations, each arranged in a particular stylistic form. The variations will feature major and minor modes, rhythmic variety, chordal elements, and the like. The finished product is a theme (t...