Haunting Tune

(Spell Compendium, page 110, DnD 3.5)

Enchantment (Compulsion) [Mind-Affecting], [Sonic], [Fear]

Level: ; Bard 3
Components: V, S
Casting Time: 1 round
Range: Medium (100 ft. + 10 ft./level)
Target: One creature/level, no two of which are more than 30 ft. apart
Duration: 10 minutes/level
Saving Throw: Will negates
Spell Resistance: Yes

The spell wrapped within your music makes even the most hard-hearted quail.

Targets that fail their saves become shaken.