Benny Carter composed the music and Spencer Williams wrote the lyrics for "When Lights Are Low," first recorded by Carter's Swing Quartet featuring Elisabeth Welch in 1936. The song is arguably Carter's best-known original composition, notable for its harmonically adventurous bridge section that moves through four different keys in eight bars, a rarity for 1936. Miles Davis recorded a well-known 1953 version that has been widely replicated.
