Bachianas Brasileiras No. 2 is the second of a set of nine suites (1930–45) for various combinations of voices and instruments, in which contrapuntal and harmonic techniques in the manner of J.S. Bach are applied to themes of Brazilian origin.

It is scored for a small orchestra of ten wind instruments, a standard string section, piano and celesta, and a percussion section of standard instruments and four native Brazilian rattles (ganzá, chocalhos, matraca, and recoreco). It is the most popular of all the eight purely instrumental Bachianas Brasileiras and is one of the rare pieces in the series that includes descriptive music.

1. "Prelúdio; O Canto do Capadócio." The first movement is a lovely and insinuating Adagio with a somewhat faster (Andantino mosso) central dance-like section.

2.  Aria; O Canto da Nossa Terra." Not unexpectedly, a Bachian melody that some have compared to the aria sections of Bach's cantatas dominates this movement.

3. "Dansa; Lembrança do Sertão." Villa-Lobos, who loved the mid-range instruments of the orchestra, gives the flowing dance melody to the trombone over a fluent rhythm in the strings.

4. "Toccata; O trenzinho do Caipira." This is the famous "Little Train of the Caipira," and the composer's full array of percussion is held back until this concluding movement to portray the creaking and puffing of this stalwart back-country "little engine that could." It is irresistible, fun music. While its bright rhythms attract attention, the listener soon realizes that the train's melody is extraordinarily beautiful.