This E flat major waltz came at a relatively happy time in the composer's life, during the early years of his romance with George Sand (Aurore Dupin Dudevant), a noted writer of her day. However, the tenor of the music here is reflective and sad, and the colors rather gray.Still, the results are quite beautiful and compelling.

It is easy to see why this work was given the nickname "Sostenuto" (sustained): the left-hand waltz-rhythm notes (a bass note on the first beat, followed by higher notes on the second and third beats) are held longer here than is usual for Chopin or for any composer. The effect gives this waltz a hazy or dreamy character, enhancing its melancholic aspects. The main theme is lovely and sentimental in its forlorn demeanor, but also contented, even serene in its sadness. The middle section features a faster, more fiery rendition of the melody, thereby offering fine contrast. The main theme returns to reassert the wistful mood in the first half. This is a fine waltz from Chopin's later years, and it is puzzling that he did not seek publication for it during his lifetime. This piece lasts about two minutes in a typical performance.

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