When an individual generates or improves upon a solution to a problem, the solution results from satisfying a planned set of goals. Successful plan construction and goal formulation requires, knowledge of good solutions to 'previous encountered problems and/or memorable events that the individual functionally maps to the current problem. When determining which good solutions from previous problems map to the current problem, an individual can make selections based on context. This raises the following question: can intelligence / creative thought result from only the context searching of existing knowledge? Systems, either human or artificial, develop specific patterns by which they address their environment and its respective challenges -- we call these patterns habits. Habits reflected in the mannerisms of individuals from all types disciplines such as: mathematics, computer programming dancing, cooking, and composing music. The work presented in this paper assumes that habits develop within a system by forming opinions on how well specific solutions satisfy the disposition of the system when encountering a specific type of environmental stimuli, Thus as a system evolves and acquires multiple solutions to a given problem, the system will form habits in the use of these solutions based not just on problem context, but also the solution’s ability to satisfy the current disposition of the system. The application described in this paper is a system which composes oses music. The design of this system is based on work by Marvin Minsky and the use of a weighted work of musical artifacts (solutions). Each artifact is weighted based on its ability to satisfy a given (emotional) system disposition.