Benoist was a very ordinary organist, but an admirable teacher. A veritable galaxy of talent came from his class. He had little to say, but as his taste was refined and his judgment sure, nothing he said lacked weight or authority. He collaborated in several ballets for the Opera and that gave him a good deal of work to do. It sounds incredible, but he used to bring his "work" to class and scribble away on his orchestration while his pupils played the organ. This did not prevent his listening and looking after them. He would leave his work and make appropriate comments as though he had no other thought. In addition to his ballets, Benoist did other little odd jobs for the Opera. As a result one day, without thinking, he gave me the key to a deep secret. In his famous _Traite d'Instrumentation_ Berlioz spoke of his admiration for a passage in Sacchini's _Oedipus a Colone_. Two clarinets are heard in descending thirds of real charm just before the words, "_Je connus la charmante Eriphyle._" Berlioz was enthusiastic and wrote: "We might believe that we really see Eriphyle chastely kiss his eyes. It is admirable. And yet," he adds, "there is no trace of this effect in Sacchini's score." Now Sacchini, for some reason or other which I do not know, did not use clarinets once in the whole score. Benoist was commissioned to add them when the work was revived, as he told me as we were chatting one day. Berlioz did not know this, and Benoist, who had not read Berlioz's _Traite_, knew nothing of the romantic musician's enthusiastic admiration of his work. These happily turned thirds, although they weren't Sacchini's, were, none the less, an excellent innovation. Benoist was less happy when he was asked to put some life into Bellini's _Romeo_ by using earsplitting outbursts of drums, cymbals, and brass. During the same noise-loving period Costa, in London, gave Mozart's _Don Juan_ the same treatment. He let loose throughout the opera the trombones which the author intentionally reserved for the end. Benoist ought to have refused to do such a barbarous piece of work. However, it had no effect in preventing the failure of a worthless piece, staged at great expense by the management which had rejected Les Troyens. I was fifteen when I entered Halevy's class. I had already completed the study of harmony, counterpoint and fugue under Maleden's direction. As I have said, his method was that taught at the Ecole Niedermeuer. Faure, Messager, Perilhou, and Gigot were trained there and they taught this method in turn. My class-work consisted in making attempts at vocal and instrumental music and orchestration. My _Reverie_, _La Feuille de Peuplier_ and many other things first appeared there. They have been entirely forgotten, and rightly, for my work was very uneven.