This is a new approach to creating fictional characters. It is cross-curricular, combining music, art and writing. Students listen to the jazz music of Take Five. Students imagine each instrument - saxophone, drum set, double bass, and piano - as a character and brainstorm ideas to create detailed character information. Listening links are included in this resource. This piece is in 5/4 time signature and ABA form. This could be used as a cooperative learning activity with students adding to e