This portrait is one of the pieces that I have been able to create of my closest friend. After many years of living within easy physical reach, she moved further away, and we now rely on sporadic communication and annual visits to continue being involved in each other's lives. During her visit this year, she sat for me for a day in my studio during which I painted by observation and we enjoyed each other’s company. At the end of her visit, I 3d-scanned her in with a Structure Sensor, then stripped the resulting scan of color and texture and imported it into the 3d-modeling environment Rhinoceros. This scan, together with basic manipulations involving duplication and rotation, became the remnant from which I could proceed to "remember" her, a memento to layer on my observation of her that day with memories of shared conversation and experiences over the years.