The theme is so grand, it's almost as well known as the first four notes of Beethoven's Fifth Symphony. It arrives a long way into the piece, but just about everyone knows "The Great Gate of Kiev" from "Pictures at an Exhibition."

Still, you've probably never heard it the way it will be performed by the Roberts Wesleyan College Jazz Ensemble with guest saxophonist/arranger Charles Pillow. Pillow has written a new big-band arrangement transforming Russian composer Modest Mussorgsky's 1870's piece into Miles Davis, 1970's style jazz.

"In his re-imagining of 'Pictures at an Exhibition,' Charles has used this rich, familiar material in a powerful and meaningful way," says band director Russell Scarbrough, who will conduct the work. "The ensemble, which is a young group this year, will really be challenged and stretched by this this experience."

Pillow says it wasn't too much of a stretch to turn this classic into jazz. "The opening theme is a pentatonic [five-note] scale, which is very much used in jazz and blues music," says Pillow. "And the theme of 'The Old Castle' is in E-flat minor for alto saxophone, the same key as parts of 'A Love Supreme' was for tenor sax. And it's a very similar melody."

The big-band arrangement Pillow has written (based on his 2004 small-group version) is the latest in a long history of transformations for this venerable composition. Ever since the 10-movement piano suite was written by Mussorgsky in 1874, "Pictures at an Exhibition" has been reinvented in myriad ways. In fact, the orchestra version most people know is not the original piece.

While Mussorgsky's composition remains a major vehicle for keyboard virtuosos, the most popular version of "Pictures" is an orchestral arrangement by French composer Maurice Ravel. (And Ravel's is only one of many orchestral arrangements.)

It does not end there. "Pictures" has had dozens of incarnations over the decades, including a hit album by British rockers Emerson, Lake & Palmer in the 1970's.

Pillow became enamored of the piece while attending Loyola University, where he played the Ravel arrangement adapted for concert band. "I was just enthralled with the music," says Pillow.

Mussorgsky was inspired to write the work when he attended an exhibition of paintings by his friend Viktor Hartmann, an artist and architect who died in 1873 at the age of 39. The evocative titles of the piece's movements refer to the images, many of which were based on Hartmann's travels. Only a few of the original pictures survive.

At some of Pillow's performances of "Pictures" an artist creates images behind the band as it plays. At Roberts Wesleyan, the college's art department will be projecting images during the performance.

Pillow earned his master's degree at the Eastman School of Music, where he studied jazz with Ray Ricker and Bill Dobbins and worked on arranging with Rayburn Wright. Wright "was really a master arranger," says Pillow, who now teaches at Eastman.

A top New York session player, Pillow spends a great deal of time playing other people's arrangements. He has appeared on a variety of albums by artists ranging from Van Morrison and Ray Charles to Amy Winehouse and Joss Stone. He usually doesn't work directly with the artist.

"We normally work with the producer," says Pillow, "but I recently did a session with Donald Fagen [of Steely Dan] and he was there directing everything." Another recent project was Paul Simon's latest album, "So Beautiful or So What."

"[Simon is] very demanding; he knows exactly what he wants," says Pillow. "He would have us do different things almost like he wasn't sure what he wanted. But then when he heard it he knew what he didn't want. He'd say, 'You play this down an octave, you play this up an octave, try it this way.' Then they would orchestrate it right on the spot."

Pillow says Fagen and Simon have the luxury of a lot of time in the studio. That's not the case when Pillow records original cast albums for Broadway shows, like the revivals of "Gypsy" and "Kiss Me, Kate." "Cast albums are done in one day," says Pillow, "one or two takes and you're done."

A versatile musician, Pillow has also played in pit bands on Broadway. Before I knew his name, I remember marveling at the ability of one musician to pick up and play one reed instrument after another in the pit band when I saw "Sweet Smell of Success" on Broadway in 2002. Turns out it was Pillow.

Of course he's also in demand for straight-ahead jazz sessions with top artists like Ron Carter, Michael Brecker, and Maria Schneider. He especially liked working with guitarist John Scofield on an album titled "Quiet."

"It's one of the coolest projects I've worked on," says Pillow, "I like his quirky style. He played acoustic guitar with a small horn section behind him. He played so great and relaxed. The charts had a kind of Gil Evans influence."

Pillow was also thrilled to work with one of his idols, Joe Henderson, on a big-band project. "He's one of the all-time saxophone greats. Just to be in the same room with him was great," Pillow says.

After the success of his "Pictures" album, Pillow came out with a jazz arrangement of Gustav Holst's "The Planets." Then he recorded "Van Gogh Letters," an interpretive project in which he invented melodies based on the artist's letters to his brother Theo. That's not far from Mussorgsky's method when he wrote "Pictures."

"I was fascinated by Mussorgsky's notes about 'Goldenberg and Schmuyle,'" says Pillow, referring to a movement of the work based on two of the few surviving pictures. "He described two people: one rich, one poor; two people, two melodies. I took the overall melody for the theme of the piece and used his other melody for a bass line so, in a way, I was de-orchestrating his original."

As for the future, "My next project might be a blowing session," says Pillow, "something simpler than a gargantuan project."