Édouard Manet’s Le déjeuner sur l'herbe, (1862-1863), had a profound effect on Picasso. In 1932, in a note scribbled on the back of an envelope, Picasso wrote ‘When I see Manet’s Lunch on the Grass I tell myself there is pain ahead.’ This ambiguous statement, a rare written commentary on other painters, reveals the fascination Picasso had with Manet’s controversial image. Picasso was to re-visit the work of many great masters for his ‘variations’ but his engagement with Manet’s famed painting was, without doubt, the most profound and complex of them all. Drawn to its modernity and subversion, where oddly paired nude and clothed figures inhabit a strange Arcadian, almost theatrical scene, Picasso began to work on a series of his own interpretations, starting with sketches in 1954 and soon progressing to a series of paintings, of which he did twenty-seven between the period of 1959-1961. This practice of copying and borrowing to explore one’s own style was just as typical for Picasso as it was for Manet, with Picasso constantly manipulating the composition, figurative positioning and emotional resonance of the original to achieve his own objectives. In the present work Picasso simplifies, and reverses, the scene, using vibrant primary colors to grant a sense of energy and dynamism to the composition through the rhythm of line and mark-making. Manet’s composition is dominated by two men in conversation, with a nude woman in the left foreground, and another, bathing in the middle distance. Picasso changes the gender balance by relegating the male figure at the right to the upper right corner, and reducing it to a caricature of a face with a pipe. The nude woman is moved from the left to the right, and now sits in dialogue with the male figure at the left. This more conventional arrangement mimics the atelier scenes, with artist and model in conversation, which had dominated Picasso’s work for several decades.