That Music Always Round Me was commissioned by Paul Hindle for Manchester University Chorus, in memory of its conductor, Keith Elcombe. The piece was originally intended to celebrate the opening of the Music Department's new concert hall, but this changed following Keith's death in April 2002. Skempton was urged, however, to avoid the sombre tone of a memorial piece and to aim for "something about the joy of singing, music and sounds". Walt Whitman's poem, 'That Music Always Round Me' was an ideal choice.
Whitman's poetry abounds in references to music and song but nowhere more so than in 'That Music Always Round Me'. Skempton's setting acknowledges the serenity and timelessness of these opening words, the basses rising from a low D. "But now a chorus I hear," sings Whitman, highlighting tenor, soprano and "transparent base (sic)", which here initiates a fugato section (with "the different voices winding in and out"). The subsequent passage is reflective and leads back to the opening music.