Jazz Changes

Bart Howard, music and lyrics · Originally titled In Other Words · First recorded by Kaye Ballard, 1954

Fly Me to the Moon

Bart Howard wrote Fly Me to the Moon in 1954 as a cabaret ballad called In Other Words. Its follow a chain where each one leads naturally to the next, which makes it friendly for improvising. A copy of Frank Sinatra's 1964 record with Count Basie was played on Apollo 10 and Apollo 11.

Listen in this order

The path starts with Kaye Ballard's 1954 record and Peggy Lee's 1960 version, when the song began to be known as Fly Me to the Moon. It then follows the song into swinging big-band versions with Count Basie and Frank Sinatra, through saxophone, piano trio and guitar records, and ends with Diana Krall live in Paris.

8 recordings, 1954 to 2001 · Play all 8 on YouTube ↗

  1. Kaye Ballard1954 · Stage & screen
  2. Peggy Lee1960 · Easy listening
  3. Count Basie1963 · Big band
  4. James Moody1963 · Hard bop
  5. Frank Sinatra with Count Basie1964 · Swing
  6. Hampton Hawes Trio1965 · Cool jazz
  7. Wes Montgomery1968 · Soul jazz
  8. Diana Krall2001 · Contemporary jazz

Step 1 of 8 Now playing✓ Heard

Hear the first record

Kaye Ballard · 1954 · Stage & screen, Vocal

“In Other Words”, In Other Words / Lazy Afternoon

Kaye Ballard made the first commercial recording of the song under its first title, In Other Words. Decca released it in April 1954 as the other side of Lazy Afternoon, a song she was singing in the stage show The Golden Apple.

Hear Kaye Ballard make the first record of the song in 1954.

Listen for
This is the first record of the song, made under its first title, In Other Words. It runs 2:12, a short single from a singer who was starring in a stage show at the time.
Try it on your instrument

Bart Howard wrote the song in three beats to the , so count it as a waltz first. Play the melody slowly with , , and under bars 1 to 4, one per bar, counting 1-2-3, then play it again counting four.

Step 2 of 8 Now playing✓ Heard

Hear the title change

Peggy Lee · 1960 · Easy listening

“In Other Words”, Pretty Eyes

Peggy Lee recorded it in February 1960 at Capitol's Hollywood studio with an arrangement by Billy May, and it came out on her album Pretty Eyes. She then sang it on The Ed Sullivan Show, and in 1963 she persuaded Bart Howard to make Fly Me to the Moon the official title.

Hear Peggy Lee's 1960 record, the version she took to The Ed Sullivan Show.

Listen for
Billy May arranged the record for an orchestra of flutes, woodwinds and strings, with no brass. After this version and her television appearance, people began to call the song Fly Me to the Moon.
Try it on your instrument

Play 1 to 8 slowly, one per bar: , , , , , , , then Am7 and together in bar 8. Listen for how each chord leads to the next.

Step 3 of 8 Now playing✓ Heard

Hear it swing

Count Basie and His Orchestra · 1963 · Big band

This Time by Basie! Hits of the 50's and 60's

Quincy Jones arranged and conducted Count Basie's album This Time by Basie!, recorded in New York in January 1963. For this track Jones sped the song up and put it in an even four beats to the , an approach he used with Basie and Frank Sinatra the next year.

4/4 · Hear Quincy Jones put the song in four beats to the bar for Count Basie in 1963 and Frank Sinatra in 1964.

Listen for
The song began as a waltz, and Quincy Jones turned it into a steady four-beat swing for Count Basie, who plays piano. Tap four beats to the through the 3:12 track and compare that with the waltz count on the first step.
Try it on your instrument

Count four beats to the and play bars 1 to 8 with a light swing: , , , , , , , Am7 and . Play it once in three and once in four to feel what Jones changed.

Step 4 of 8 Now playing✓ Heard

Hear a saxophonist lead

James Moody and His Band · 1963 · Hard bop

“In Other Words (Fly Me to the Moon)”, Comin' On Strong

James Moody recorded it in New York on September 16, 1963, with a quintet of piano, guitar, bass and drums behind his saxophone and flute. Argo issued it in 1964 on the album Comin' On Strong.

Listen for
James Moody's name is listed with tenor saxophone, alto saxophone and flute, and a band of piano, guitar, bass and drums. At 4:44 it runs nearly twice as long as the 2:30 Sinatra record on the next step.
Try it on your instrument

Play the melody and through once at a medium tempo. Then play only the chords while you hum a new line over them; if that is too much, hum the melody over 1 to 4 and bars 9 to 12 alone.

Step 5 of 8 Now playing✓ Heard

Hear the famous version

Frank Sinatra with Count Basie and His Orchestra · 1964 · Swing

“Fly Me to the Moon (In Other Words)”, It Might as Well Be Swing

Frank Sinatra recorded it with Count Basie's orchestra in Hollywood in June 1964, in an arrangement by Quincy Jones, and Reprise released it on It Might as Well Be Swing. A copy of this record was played on Apollo 10, which orbited the Moon, and on Apollo 11 before the landing.

4/4 · swing · Hear Quincy Jones put the song in four beats to the bar for Count Basie in 1963 and Frank Sinatra in 1964. · Hear the Sinatra and Basie record that was played on Apollo 10 and Apollo 11.

Listen for
Frank Sinatra sings with Count Basie's orchestra in Quincy Jones's four-beat arrangement, which runs 2:30. Astronauts took a copy of this record on Apollo 10 and Apollo 11.
Try it on your instrument

Play it at a brisk swing, four beats to the , with one per bar through bars 1 to 7 (, , , , , , ) and Am7 with sharing bar 8. Then sing or hum the melody over it.

Step 6 of 8 Now playing✓ Heard

Hear a piano trio

Hampton Hawes Trio · 1965 · Cool jazz

Here and Now

Hampton Hawes recorded it with bassist Chuck Israels and drummer Donald Bailey at Contemporary Records' Hollywood studio on May 12, 1965. It came out on the 1966 album Here and Now.

Listen for
The trio is piano, bass and drums, led by Hampton Hawes. This track runs 6:58, more than twice as long as the 2:30 Sinatra record.
Try it on your instrument

Play 1 to 8 the way a trio would: root notes in the left hand (A, D, G, C, F, B, E, A) and the in the right. If that is too much, play the roots alone and hum the melody.

Step 7 of 8 Now playing✓ Heard

Hear guitar with an orchestra

Wes Montgomery · 1968 · Soul jazz

Road Song

Wes Montgomery recorded it on May 7, 1968, at Van Gelder Studio in Englewood Cliffs, New Jersey, with an orchestra arranged by Don Sebesky. A&M released it that year on the album Road Song and on a single.

Hear Wes Montgomery's guitar with a trumpet, woodwinds and strings in 1968.

Listen for
Wes Montgomery's guitar is joined on this session by a trumpet, flutes, recorders, oboe, bassoon and strings, with two pianists and a . The track runs 2:51, one of the shortest here.
Try it on your instrument

Play the melody alone on one instrument at a medium tempo, then add just the root of each underneath, as a bass would: A, D, G, C for 1 to 4.

Step 8 of 8 Now playing✓ Heard

Hear it live today

Diana Krall · 2001 · Contemporary jazz

Live in Paris

Diana Krall recorded it live at the Olympia in Paris during concerts from November 29 to December 2, 2001, and Verve released it on Live in Paris in 2002. She later sang the song at the Apollo 11 anniversary ceremony and at Neil Armstrong's memorial service.

Hear Diana Krall with guitar, bass and drums at the Olympia in Paris in 2001.

Listen for
Diana Krall sings and plays piano with Anthony Wilson on guitar, John Clayton on bass and Jeff Hamilton on drums, in front of an audience at the Olympia in Paris. The track runs 6:06.
Try it on your instrument

Play 1 to 8 on the while you hum the melody; singing and playing together is how she does it. For a smaller version, play only the chords and hum.

Through the decades

  1. 1950s

    Bart Howard writes the song in 1954 as a cabaret ballad called In Other Words, and Kaye Ballard makes the first record that year. Johnny Mathis records it in 1956 for Columbia, with John Lewis conducting.

  2. 1960s

    Peggy Lee's 1960 album and her Ed Sullivan Show appearance help the song become known as Fly Me to the Moon. A four-beat arrangement for Frank Sinatra and Count Basie follows in 1964, and astronauts play that record on Apollo 10 and Apollo 11.

  3. 1990s

    Joey DeFrancesco plays it on Hammond organ with guitarist Frank Vignola and drummer Joe Ascione on the album Goodfellas, released in 1999.

  4. 2000s

    Diana Krall sings and plays piano at the Olympia in Paris in late 2001, with a guitar, bass and drums trio behind her. Verve releases the concert recording in 2002 on Live in Paris.

More great versions

5 more, from 1956 to 1999. Tap a cover to play it here.

  1. Johnny Mathis1956
  2. Joe Harnell1962 · Bossa nova
  3. Astrud Gilberto1965 · Bossa nova
  4. Bobby Womack1968 · Soul & R&B
  5. Joey DeFrancesco's Goodfellas1999

For players

The tune's layout, its keys and the chord chart, for anyone who wants to play along.

Show the form and chords

How the tune works

C majorusual key
32 barsA · B form
C major → A minor → C major → A minor → C majorkey centers

Thirty-two in two halves of 16, called A and B in the iReal Pro chart. Both halves open the same way. Bars 1 to 4 are , , and , a chain in in which each leads to the next. Bars 5 to 8 turn toward with , , and Am7 with sharing bar 8. In A, bars 9 to 12 are Dm7, G7, Cmaj7 with , and with A7, then bars 13 to 15 are Dm7, G7 and Cmaj7, and bar 16 is Bm7♭5 with E7♭9, which leads back to Am7 at the top. In B, bars 9 to 12 are Dm7, G7, Em7 and A7, bars 13 to 15 are Dm7, G7 and , and bar 16 is again Bm7♭5 with E7♭9, ready for another . Howard wrote the song in 3/4, and Quincy Jones's arrangement for Frank Sinatra moved it to 4/4. These chords follow the iReal Pro chart; other lead sheets may spell some chords differently.

Play the changes

C major
Open in iReal Pro ↗
A16 bars
Am7
Dm7
G7
Cmaj7
Fmaj7
Bm7♭5
E7♭9
Am7A7
Dm7
G7
Cmaj7F7
Em7A7
Dm7
G7
Cmaj7
Bm7♭5E7♭9
B16 bars
Am7
Dm7
G7
Cmaj7
Fmaj7
Bm7♭5
E7♭9
Am7A7
Dm7
G7
Em7
A7
Dm7
G7
C6
Bm7♭5E7♭9

Chart from iReal Pro's Jazz 1460 playlist, contributed by its users.

More like this: Tin Pan Alley

Players here, through other tunes: Count Basie · Quincy Jones · Peggy Lee · Billy May · James Moody · Kenny Barron · Frank Sinatra · Freddie Green · Sonny Payne · Hampton Hawes · Chuck Israels · Donald Bailey