We study the Johnson-Segalman (JS) model as a paradigm for some complex fluids which are observed to phase separate, or "shear band" in flow. We analyze the behavior of this model in cylindrical Couette flow and demonstrate the history dependence inherent in the local JS model. We add a simple gradient term to the stress dynamics and demonstrate how this term breaks the degeneracy of the local model and prescribes a much smaller (discrete, rather than continuous) set of banded steady state solutions. We investigate some of the effects of the curvature of Couette flow on the observable steady state behavior and kinetics, and discuss some of the implication for metastability. (C) 2000 The Society of Rheology. [S0148-6055(00)00802-6].