Jazz Changes

Victor Young, music · Will J. Harris, lyrics · Published 1928, not from a Broadway show or film

Sweet Sue, Just You

Victor Young wrote the music and Will J. Harris the words for this 1928 popular song. Its change slowly, which makes it a friendly tune for players learning to improvise. Boys Town used it in 1938, and Some Like It Hot used it in 1959.

Listen in this order

The path starts with Jimmie Noone's 1928 record and Fats Waller's vocal from 1935. It then moves through Benny Goodman's quartet, Dicky Wells with Django Reinhardt in Paris, and Sidney Bechet with Muggsy Spanier. It ends with Miles Davis in 1956, Hampton Hawes in 1958 and a Gypsy jazz trio recorded in 2012.

8 recordings, 1928 to 2012 · Play all 8 on YouTube ↗

  1. Jimmie Noone's Apex Club Orchestra1928
  2. Fats Waller and His Rhythm1935 · Swing
  3. Benny Goodman Quartet1936 · Swing
  4. Dicky Wells1937
  5. Bechet-Spanier Big Four1940 · Early jazz
  6. Miles Davis Quintet1956
  7. Hampton Hawes1958 · Bebop
  8. Hot Club of Cowtown2012 · Early jazz

Step 1 of 8 Now playing✓ Heard

Hear the song in 1928

Jimmie Noone's Apex Club Orchestra · 1928

I Know That You Know / Sweet Sue

Recorded in Chicago on May 16, 1928, with Earl Hines on piano, three weeks after Ben Pollack's band recorded the song. It came out the same year on Vocalion 1184.

Listen for
A small band with two reeds up front and Earl Hines on piano. Follow the piano through the record.
Try it on your instrument

Play the melody slowly and add the first eight of underneath: , , Am7, D7, , Am7 D7, G6, . If two chords share a bar, play only the first.

Step 2 of 8 Now playing✓ Heard

Hear it sung with a small band

Fats Waller and His Rhythm · 1935 · Swing

12th Street Rag / Sweet Sue

Fats Waller sings and plays piano with his small band. Recorded on June 24, 1935, it came out on Victor 25087 with 12th Street Rag on the other side.

Listen for
Fats Waller sings and plays piano, with trumpet, clarinet, guitar, bass and drums behind him.
Try it on your instrument

Sing or hum the melody while you play the of the first eight , one per bar. Then try the , bars 17 to 24, starting with , , , .

Step 3 of 8 Now playing✓ Heard

Hear a quartet with vibraphone

Benny Goodman Quartet · 1936 · Swing

Sweet Sue, Just You / My Melancholy Baby

Goodman's quartet recorded it for Victor in New York on November 18, 1936. The first take came out on Victor 25473.

Listen for
Four players: clarinet, piano, vibraphone and drums. The vibraphone is the instrument with metal , played with mallets.
Try it on your instrument

Play the song as four sections, . Count bars aloud and notice that the , bars 17 to 24, begins with and .

Step 4 of 8 Now playing✓ Heard

Hear American swing in Paris

Dicky Wells and His Orchestra (with Django Reinhardt) · 1937

“Sweet Sue”, Sweet Sue / Hangin' Around Boudon

Recorded in Paris on July 7, 1937. Trombonist Dicky Wells, in France with Teddy Hill's band, made the session with guitarist Django Reinhardt.

Listen for
Dicky Wells's trombone and Django Reinhardt's guitar, with bass and drums.
Try it on your instrument

Play the melody twice. If you can improvise, try one over the using the notes of the scale; the smaller version is to play just the root of each , one per , in time.

Step 5 of 8 Now playing✓ Heard

Hear two horns lead a quartet

Bechet-Spanier Big Four · 1940 · Early jazz

Squeeze Me / Sweet Sue, Just You

Sidney Bechet and cornetist Muggsy Spanier recorded it with guitarist Carmen Mastren and bassist Wellman Braud on April 6, 1940. It came out that year on Hot Record Society 2003.

Listen for
Sidney Bechet's reed and Muggsy Spanier's cornet lead, with guitar and bass underneath.
Try it on your instrument

Play the melody while a friend or a loop plays only one per on guitar. Keep your part simple and listen to how the bass and guitar sit under the two horns.

Step 6 of 8 Now playing✓ Heard

Hear a modern jazz quintet play it

Miles Davis Quintet · 1956

What Is Jazz?

Recorded at Columbia's 30th Street Studio in New York on September 10, 1956. It first came out on Leonard Bernstein's album What Is Jazz?, and the session's other takes include a false start with Bernstein and Davis talking.

Listen for
Miles Davis on trumpet and John Coltrane on tenor saxophone, with Red Garland on piano. Notice how the moves compared with the 1930s records.
Try it on your instrument

Play the , 17 to 24, one per bar: , , , , , , , Bm7♭5 E7♭9. If that is too much, play only the first chord of each bar.

Step 7 of 8 Now playing✓ Heard

Hear a piano-led quartet with guitar

Hampton Hawes · 1958 · Bebop, Hard bop

“Sweet Sue”, Four!

Recorded at Contemporary's Los Angeles studio on January 27, 1958, with Barney Kessel on guitar. It appears on Hawes's album Four!.

Listen for
Hampton Hawes on piano and Barney Kessel on guitar, with Red Mitchell on bass and Shelly Manne on drums. At 5:36 it is the longest record on this path.
Try it on your instrument

Play the song through twice as : the melody the first time, then only the the second time. If you can improvise, play along over the and keep to the notes of .

Step 8 of 8 Now playing✓ Heard

Hear it as Gypsy jazz today

Hot Club of Cowtown · 2012 · Early jazz

“Sweet Sue”, Rendezvous in Rhythm

Recorded in Texas in July 2012 and released in May 2013 on Gold Strike Records. The trio plays fiddle, guitar and bass in the Gypsy jazz style of Django Reinhardt and Stephane Grappelli.

Listen for
A trio of fiddle, guitar and bass playing acoustic instruments, in the style of Django Reinhardt and Stephane Grappelli.
Try it on your instrument

Strum the of the first eight with four steady downstrokes to each bar. Then play the melody over them on any instrument.

Through the decades

  1. 1920s

    Victor Young and Will J. Harris publish the song in 1928, and dance bands record it that spring, Ben Pollack's among them. Jimmie Noone's Apex Club Orchestra records it in Chicago on May 16, with Earl Hines on piano.

  2. 1930s

    Fats Waller sings it with his small band in 1935, and Benny Goodman's quartet records it in 1936. Dicky Wells leads a Paris session in 1937 with Django Reinhardt on guitar.

  3. 1940s

    Sidney Bechet and cornetist Muggsy Spanier record it in April 1940 with guitar and bass, and it comes out on Hot Record Society 2003.

  4. 1950s

    Miles Davis's quintet records it in New York on September 10, 1956, and it first comes out on a Leonard Bernstein album. In 1958 Hampton Hawes plays it in a quartet with guitarist Barney Kessel.

  5. 1960s

    Chet Baker sings it with guitarist Kenny Burrell in New York in November 1964. Limelight issues the recording on the album Baby Breeze in 1965.

  6. 2010s

    The Texas trio Hot Club of Cowtown records it in July 2012 for the album Rendezvous in Rhythm, playing fiddle, guitar and bass in the Gypsy jazz style of Django Reinhardt and Stephane Grappelli.

More great versions

8 more, from 1928 to 1964. Tap a cover to play it here.

  1. Ben Pollack and His Californians1928
  2. Louis Armstrong1933
  3. Jimmie Lunceford1938
  4. Tommy Dorsey1938
  5. The Mills Brothers1939
  6. Erroll Garner1954 · Latin jazz
  7. Barney Kessel1959 · Cool jazz
  8. Chet Baker1964 · Cool jazz

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

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

The tune is 32 in four 8-bar sections: A, A, B, A. Each A opens with , , Am7, D7 in bars 1 to 4. The first A goes on with and in bar 5, Am7 D7 in bar 6, G6 in bar 7 and in bar 8, which lead back to the start. The second A has the same bars 5 and 6, then G6 in bars 7 and 8, which carry on into the . The last A has G6 in bar 5, in bar 6, G6 in bar 7 and Bm7♭5 E7♭9 in bar 8. The bridge, bars 17 to 24, gives and one bar each, which point to , then Bm7♭5 and E7♭9 one bar each, which point to . and walk down through bars 21 and 22, fills bar 23, and Bm7♭5 E7♭9 in bar 24 leads into the Am7 that opens the last A. The tune stays in except for the bridge. These follow the iReal Pro chart; other lead sheets may spell some differently.

Play the changes

G major
Open in iReal Pro ↗
A10 bars
Am7
D7
Am7
D7
G6G♯°7
Am7D7
1.G6
Bm7♭5E7♭9
2.G6
G6
B8 bars
Dm7
G7
Bm7♭5
E7♭9
AmAm/G♯
Am/GD7/F♯
F7
Bm7♭5E7♭9
A8 bars
Am7
D7
Am7
D7
G6
C7
G6
Bm7♭5E7♭9

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

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