Recorded in January 1965, E.S.P. is the first album by what is often referred to as Miles Davis's second great quintet. The quintet comprising Davis, Wayne Shorter, Herbie Hancock, Ron Carter and Tony Williams would be the most long-lived of all Davis's groups, and this was their first studio recording together. At over forty-eight minutes, E.S.P. is one of the longest jazz albums of its period. Subsequent Davis recordings would be even longer.