Jazz Changes

Fats Waller, music · Andy Razaf, lyrics · Written for a dance act at Connie's Inn, Harlem

Honeysuckle Rose

Honeysuckle Rose is a 1929 song with music by Fats Waller and lyrics by Andy Razaf. The A sections repeat a short chord pattern, and the bridge moves to B♭, so the form is easy to follow. Waller, Count Basie, Art Tatum, Louis Armstrong and Sarah Vaughan all recorded it.

F major · 32 bars · A A B A form · how it works

Listen in this order

Start with Waller's own record, then hear the song with Count Basie's band, in Art Tatum's trio and with Louis Armstrong's All Stars. Three vocal versions follow, with an orchestra, with a club trio and with the Basie band, and a tenor saxophone quartet closes the path.

8 recordings, 1934 to 1974 · Play all 8 on YouTube ↗

  1. Fats Waller and His Rhythm1934
  2. Count Basie1937
  3. Art Tatum Trio1944
  4. Louis Armstrong1955 · Swing
  5. Anita O'Day1955 · Vocal
  6. Sarah Vaughan1957 · Vocal
  7. Ella Fitzgerald & Count Basie1963 · Big band
  8. Zoot Sims, Bucky Pizzarelli, Milt Hinton and Buddy Rich1974 · Cool jazz

Step 1 of 8 Now playing✓ Heard

Learn the song

Fats Waller and His Rhythm · 1934

Victor 24826

Listen for
Waller plays piano and sings with a small band of trumpet, clarinet, guitar, bass and drums. Count the eight-bar sections, and notice that the same two chords repeat through the first four bars of each A.
Try this
Play the chords from the chart in F with the track, one or two chords per bar, and hum the tune over them. For a smaller version, play only Gm7 and C7 for the first four bars of each A and rest the hand after that.

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Hear a big band play it

Count Basie and His Orchestra · 1937

Single, later on The Complete Decca Recordings

Listen for
The band has three trumpets, two trombones and four saxophones in front of a rhythm section of piano, guitar, bass and drums. Listen for the horns as sections and for the rhythm section underneath them.
Try this
Play the chart's chords in F along with the track, holding each chord for its bar. If the track is too fast, slow it down first and work back up.

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Hear it as a piano trio

Art Tatum Trio · 1944

Single

Listen for
The trio has only piano, guitar and bass, and the track lasts about two and a half minutes. Follow how the three instruments share the 32-bar form.
Try this
Play the tune with the right hand and one bass note per bar with the left, along with the track. Playing the chords and the tune together needs more experience, so start with the tune and bass notes.

Step 4 of 8 Now playing✓ Heard

Hear a jazz front line

Louis Armstrong and His All Stars · 1955 · Swing, Vocal

Satch Plays Fats

Listen for
Armstrong plays trumpet and sings, and Velma Middleton sings as well. Barney Bigard on clarinet and Trummy Young on trombone make a three-horn front line over piano, bass and drums.
Try this
Play or sing the tune through once, then trade it with a partner or a second track, one eight-bar section each. Without a partner, sing the A sections and play the bridge.

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Hear a singer with an arranged band

Anita O'Day · 1955 · Vocal, Swing

Anita

Listen for
O'Day sings over an arrangement by Buddy Bregman, who also conducts. Compare her phrasing with Waller's vocal in step 1.
Try this
Sing the first A section with the recording, then again without it, using only the melody and the chords. Matching her phrasing exactly needs more practice, so aim only for the same starting and ending points.

Step 6 of 8 Now playing✓ Heard

Hear a voice with a rhythm section

Sarah Vaughan · 1957 · Vocal

“Honeysuckle Rose (Live At Mister Kelly's, Chicago / 1957)”, Sarah Vaughan at Mister Kelly's

Listen for
Vaughan sings with only piano, bass and drums, so each part is easy to follow. Track the bass through the bridge.
Try this
Play a root note on every beat under the chart's chords while the recording plays. A full walking bass line needs more experience, so start with roots only.

Step 7 of 8 Now playing✓ Heard

Hear a singer with a big band

Ella Fitzgerald & Count Basie · 1963 · Big band

Ella and Basie!

Listen for
Fitzgerald sings with a band of trumpets, trombones and saxophones, with Freddie Green on guitar. The track lasts 2:41, so compare how much of the form passes in that time with Waller's 2:38.
Try this
Sing along with the track once through, using the chart's chords as a guide. If the pace is too quick, practice the first four bars alone and add the rest.

Step 8 of 8 Now playing✓ Heard

Hear a tenor and guitar quartet

Zoot Sims, Bucky Pizzarelli, Milt Hinton and Buddy Rich · 1974 · Cool jazz

Nirvana

Listen for
A quartet of tenor saxophone, guitar, bass and drums plays the song, and the track lasts about four minutes. Pick out each instrument as a separate voice over the same 32 bars.
Try this
Play the chart's chords on guitar or piano with the track. Improvising over the changes needs more practice, so start with one chord tone per bar.

More great versions

5 more, from 1951 to 1991. Tap a cover to play it here.

  1. Erroll Garner1951 · Swing
  2. Lionel Hampton and Oscar Peterson1954 · Swing
  3. Thelonious Monk Trio1956 · Bebop
  4. Oscar Peterson and Joe Pass1975
  5. Stéphane Grappelli1991

How the tune works

F majorusual key
32 barsA · A · B · A form
F major → B♭ major → F majorkey centers

Honeysuckle Rose runs 32 bars in AABA form and stays in F major except for a visit to B♭ in the bridge. Each A section opens with four bars that alternate Gm7 and C7 within each bar. Bars 5 to 8 then run F6 with F7/A, B♭6 to C7, F6 to B♭7 and Am7 to D7. The bridge starts with two bars of F7, which lead to B♭6 for two bars. G7 and C7 follow for two bars each and lead back to F for the last A. These key areas follow the iReal Pro chart and leave out passing chords.

Play the changes

F major
Open in iReal Pro ↗
A10 bars
Gm7C7
Gm7C7
Gm7C7
Gm7C7
F6F7/A
B♭6C7
1.F6B♭7
Am7D7
2.F6
F6
B8 bars
F7
F7
B♭6
B♭6
G7
G7
C7
C7
A8 bars
Gm7C7
Gm7C7
Gm7C7
Gm7C7
F6F7/A
B♭6C7
F6B♭7
Am7D7

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