A woman gazing through a window, reflecting on a romantic loss and betrayal, gives voice to Marguerite, the female character from the Faust legend. Will-o'-the-Wisp, the second part of Birnbaum's trilogy, is an eloquent reverie on memory and reality. A woven construct of deception and abandonment is created from the heroine's monologue, which alludes to the absent male, and the haunting fragmentation of visuals and sound. Using sophisticated electronic technology as a poetic language, Birnbaum creates elegant formal devices inspired by 19th-century Japanese visual motifs, including "diagonal rain wipes" and "transitional fan wipes." Internal (psychological) and external (real) worlds are lyrically conjoined. The woman gazes from her window while the object of her gaze — children on the street below — appears simultaneously in "window" inserts. The layers of illusions become poignant visual metaphors, as the woman's gaze is directed both inward and outward, onto memory and reality, past and present.