When Lights Are Low is a jazz standard composed by Benny Carter with lyrics by Spencer Williams in 1936. It was first recorded in London on June 20, 1936, by Benny Carter and His Swing Quartet featuring vocalist Elizabeth Welch, released on the Vocalion label. Both Carter and Williams were living in Europe at the time; Carter was serving as a staff arranger for the BBC Dance Orchestra, and Williams had relocated overseas earlier in the decade. The melody is smooth and lyrical, evoking a romantic, nocturnal atmosphere well suited to intimate small-group performance. The tune became Carter's most popular song and one he continued to arrange and perform throughout his long career, including a 1973 big band arrangement for a concert at Princeton University. A notable aspect of the tune's performance history is that some later versions, including Miles Davis's influential 1953 recording, substituted a different bridge from the one Carter originally wrote, leading to occasional discrepancies in how the tune is played. The composition has been recorded by a diverse array of artists including Sarah Vaughan with Barney Kessel, Tony Bennett, Lionel Hampton, Django Reinhardt, and Kenny Burrell. Spencer Williams, Carter's collaborator on the lyrics, was an important early African American songwriter whose other credits include Basin Street Blues and Everybody Loves My Baby. When Lights Are Low holds a lasting place in the standard jazz repertoire as an elegant example of 1930s swing-era songwriting.