Jazz Changes

Jerome Kern, music · Oscar Hammerstein II, lyrics · Introduced by Jules Bledsoe in the 1927 musical Show Boat

Ol' Man River

Kern and Hammerstein wrote it for the 1927 musical Show Boat, sung by a Black dockworker named Joe. Its tune and are simple, and players treat it as a slow anthem or a fast jam number. Paul Robeson, Frank Sinatra, Erroll Garner, Dave Brubeck and Jimmy Smith recorded it.

Listen in this order

The path starts with the 1928 record Paul Robeson made with Paul Whiteman's orchestra, then follows the song into jazz with Horace Henderson's 1933 band. It continues through a piano trio, a quartet, a quintet, an organ record with a big band, Frank Sinatra with an orchestra, and a 1980 version with strings.

8 recordings, 1928 to 1980 · Play all 8 on YouTube ↗

  1. Paul Whiteman and His Concert Orchestra, with Paul Robeson1928
  2. Horace Henderson1933
  3. Erroll Garner Trio1956 · Swing
  4. The Dave Brubeck Quartet1959 · Cool jazz
  5. Kenny Dorham Quintet1960 · Bebop
  6. Jimmy Smith with Oliver Nelson's orchestra1962
  7. Frank Sinatra1963 · Swing
  8. Art Pepper1980 · Post-bop

Step 1 of 8 Now playing✓ Heard

Hear the song as the stage show sang it

Paul Whiteman and His Concert Orchestra, with Paul Robeson · 1928

Single

Paul Whiteman's orchestra recorded the song twice in 1928. The second record, made on March 1 at Liederkranz Hall in New York, has Paul Robeson singing with a and the concert orchestra.

Listen for
Paul Robeson's deep voice carries the song, with a mixed and a full orchestra behind him. Whiteman's first 1928 record was an up-tempo fox trot with Bing Crosby; this one is his concert version.
Try it on your instrument

Play the first eight (the ) with the melody and these : , Fm7, E♭maj7 Fm7, E♭maj7 Gm7 , Fm7 , Fm7 B♭7, C7, Fm7 B♭7. Smaller version: play the melody alone with a single E♭ chord held under the first four bars.

Step 2 of 8 Now playing✓ Heard

Hear jazz players take it over

Horace Henderson and His Orchestra · 1933

Single

Horace Henderson led musicians from his brother Fletcher's orchestra in a Chicago session on October 3, 1933. According to JazzStandards.com, this record renewed interest in the song and jazz players made it a favorite jam number for a few years.

Listen for
A jazz band plays the song, with Henry 'Red' Allen on vocal and trumpet and Coleman Hawkins on tenor saxophone. After the stage and concert versions, this is the first one led by a jazz band.
Try it on your instrument

Play the same as on the first step, but swing the eighth notes. Smaller version: swing only the last four bars, , Fm7 B♭7, , Fm7 B♭7.

Step 3 of 8 Now playing✓ Heard

Hear it as a piano trio

Erroll Garner Trio · 1956 · Swing, Cool jazz

The Most Happy Piano

Erroll Garner recorded it with his trio in New York on June 7, 1956. Columbia issued it in 1957 on the album The Most Happy Piano.

Listen for
Erroll Garner's piano leads, with Al Hall on bass and Specs Powell on drums. At 5:58 the track is one of the longest on the path, which gives the trio room to stretch the song out.
Try it on your instrument

Play the with the melody in your right hand and each as a block in your left, changing where the chords change. Smaller version: play only a single bass note under each and the melody on top.

Step 4 of 8 Now playing✓ Heard

Hear a quartet with saxophone

The Dave Brubeck Quartet · 1959 · Cool jazz

Gone with the Wind

Dave Brubeck's quartet recorded it in Los Angeles on April 23, 1959, for the album Gone with the Wind. The album is a set of American songs that also includes Camptown Races and Georgia on My Mind.

Listen for
Paul Desmond's alto saxophone and Dave Brubeck's piano lead, with Gene Wright on bass and Joe Morello on drums. At 2:29 this is the shortest version on the path.
Try it on your instrument

Play the , 17 to 24: for seven bars, then Gm7 . This is the one place the tune leaves E♭ for , so listen for the sound turning darker and then coming home. Smaller version: play just Gm7 and D7♭9 as a pair, over and over, while you hum the melody.

Step 5 of 8 Now playing✓ Heard

Hear a hard bop quintet

Kenny Dorham Quintet · 1960 · Bebop

Showboat

Kenny Dorham's quintet recorded a whole album of songs from Show Boat in New York on December 9, 1960. Time Records issued it at the end of January 1961.

Listen for
Kenny Dorham's trumpet and Jimmy Heath's tenor saxophone take the lead, with piano, bass and drums behind them. Every song on this album comes from the same stage show as this one.
Try it on your instrument

Play the last , 25 to 32: , , Gm7 Fm7, , E♭maj7 , Fm7 , E♭6, Fm7 B♭7. Smaller version: play only the first four bars twice.

Step 6 of 8 Now playing✓ Heard

Hear an organ with a big band

Jimmy Smith with Oliver Nelson's orchestra · 1962

Bashin': The Unpredictable Jimmy Smith

Jimmy Smith recorded it at Rudy Van Gelder's New Jersey studio on March 28, 1962, with a big band arranged and conducted by Oliver Nelson. Verve issued it on a single paired with Bashin' and on the album Bashin': The Unpredictable Jimmy Smith.

Listen for
Jimmy Smith's organ plays against a full band of trumpets, trombones and saxophones, with arrangements by Oliver Nelson.
Try it on your instrument

Play the two endings of the . The first time through, 7 and 8 are and , which lead back to the top. The second time they are E♭6 and E♭6 , and the D7♭9 sets up the . Smaller version: play only the final D7♭9 into and listen to it pull toward G minor.

Step 7 of 8 Now playing✓ Heard

Hear a singer with a large orchestra

Frank Sinatra · 1963 · Swing, Vocal

The Concert Sinatra

Frank Sinatra recorded it in February 1963 for The Concert Sinatra, an album of show tunes in a semi-classical concert style with Nelson Riddle's orchestra. According to JazzStandards.com, Will Friedwald credits Sinatra with reclaiming the song as serious music.

Listen for
Frank Sinatra sings with a large orchestra arranged by Nelson Riddle, in a concert style rather than a dance-band one. After the instrumental versions, listen for how the words and the voice carry the song.
Try it on your instrument

Sing or hum the melody while you play the of the final A, 25 to 32: , , Gm7 Fm7, , E♭maj7 , Fm7 , E♭6, Fm7 B♭7. Smaller version: play only E♭ and B♭7 under your singing.

Step 8 of 8 Now playing✓ Heard

Hear a late-career reading with strings

Art Pepper · 1980 · Post-bop

Winter Moon

Art Pepper recorded it for his album Winter Moon at Fantasy Studios in Berkeley on September 3 and 4, 1980. He is joined by a and a string section.

Listen for
Art Pepper, credited on alto saxophone and clarinet for the session, plays with a of piano, guitar, bass and drums, and a string section behind them. At 6:15 it is the longest track on the path.
Try it on your instrument

Play all 32 as A, A, B, A with every held for its full beat count, as slowly as feels comfortable. Smaller version: play only the twice, then stop.

Through the decades

  1. 1920s

    Kern and Hammerstein write it for Show Boat, which opens in December 1927 with Jules Bledsoe singing it. In 1928 Paul Whiteman's orchestra records it twice, and Paul Robeson sings the second version.

  2. 1930s

    Horace Henderson takes players from his brother Fletcher's orchestra into a Chicago session in October 1933, with Henry 'Red' Allen on trumpet and vocal. JazzStandards.com says the record renewed interest in the song.

  3. 1950s

    Erroll Garner's trio records it in New York in 1956, in a version close to six minutes long. Dave Brubeck's quartet follows in April 1959 with a 2:29 take for the album Gone with the Wind.

  4. 1960s

    Kenny Dorham records a whole album of Show Boat songs in December 1960. In 1962 Jimmy Smith plays it on organ with a big band arranged by Oliver Nelson, and in 1963 Frank Sinatra sings it with a large orchestra.

  5. 1980s

    Art Pepper records it in September 1980 at Fantasy Studios in Berkeley for the album Winter Moon, with a string section behind his quintet.

  6. 2020s

    The piano trio of Henrik Gunde, Jesper Bodilsen and Morten Lund releases a 5:42 version on the album Moods, Vol. 2 in July 2023.

More great versions

2 more, from 1964 to 2023. Tap a cover to play it here.

  1. Albert Ayler Quartet1964
  2. Henrik Gunde, Jesper Bodilsen and Morten Lund2023

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

E♭ majorusual key
32 barsA · A · B · A form
E♭ major → G minor → E♭ majorkey centers

The , 1 to 8, is , Fm7, E♭maj7 Fm7, E♭maj7 Gm7 , Fm7 , Fm7 B♭7, then C7 and Fm7 B♭7 the first time through or E♭6 and E♭6 the second time. The second ending leads into the . The , bars 17 to 24, moves to : Gm7 D7♭9 for seven bars, then Gm7 C7 Fm7 B♭7, which turns back toward E♭. The last A, bars 25 to 32, is E♭maj7 Fm7, Gm7 A♭maj7, Gm7 Fm7, E♭6 , E♭maj7 , Fm7 B♭7, E♭6, Fm7 B♭7. These follow the iReal Pro chart; other lead sheets may spell some differently.

Play the changes

E♭ major
Open in iReal Pro ↗
A10 bars
E♭maj7Fm7
Gm7Fm7
E♭maj7Fm7
E♭maj7A♭maj7Gm7C7
Fm7B♭7
Fm7B♭7
1.E♭6C7
Fm7B♭7
2.E♭6A♭6
E♭6D7♭9
B8 bars
Gm7D7♭9
Gm7D7♭9
Gm7D7♭9
Gm7D7♭9
Gm7D7♭9
Gm7D7♭9
Gm7D7♭9
Gm7C7Fm7B♭7
A8 bars
E♭maj7Fm7
Gm7A♭maj7
Gm7Fm7
E♭6F7
E♭maj7Cm7
Fm7B♭7
E♭6
Fm7B♭7

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

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