Jazz Changes

Sammy Fain, music · Lew Brown, lyrics · Sung by Virginia Verrill in the film Vogues of 1938

That Old Feeling

Sammy Fain wrote the music and Lew Brown the words for the 1937 film Vogues of 1938. Shep Fields's 1937 record reached number one, according to JazzStandards.com, and the song earned an Oscar nomination. Hear it sung by Chet Baker and Louis Armstrong, and played by Erroll Garner, Stan Getz and Art Blakey.

Listen in this order

The path starts with the 1937 dance-band hit and moves to two singers with small groups, a solo pianist and two saxophonists. It ends with a guitar and flute group, a live band led by a drummer and a quartet with alto saxophone and guitar.

8 recordings, 1937 to 1963 · Play all 8 on YouTube ↗

  1. Shep Fields and His Rippling Rhythm Orchestra1937
  2. Erroll Garner1955
  3. Chet Baker Quartet1956 · Vocal
  4. Louis Armstrong with Oscar Peterson Quartet1957 · Vocal
  5. Stan Getz - Gerry Mulligan Quintet1957 · Bebop
  6. Kenny Burrell Quartet1960
  7. Art Blakey and the Jazz Messengers1962 · Post-bop
  8. Paul Desmond - Jim Hall Quartet1963

Step 1 of 8 Now playing✓ Heard

Hear the 1937 hit

Shep Fields and His Rippling Rhythm Orchestra · 1937

Bluebird B-7066

Shep Fields and His Rippling Rhythm Orchestra recorded it in New York on July 2, 1937, with Bobby Goday singing, and Bluebird issued it as B-7066. According to JazzStandards.com, it ran fourteen weeks on the charts that year, four of them at number one.

Listen for
A dance orchestra plays the tune with a singer, Bobby Goday, in under two and a half minutes. Fields's band was known for a rippling sound made by blowing through a straw into a glass of water.
Try it on your instrument

Play the first six slowly, one per bar: , C6, , , with A7♭9 in the same bar, then Dm7. Both halves of the tune open with these six bars. Smaller version: play only C6 and A7♭9 back and forth to hear the two moods.

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Hear it sung by a trumpeter

Chet Baker Quartet · 1956 · Vocal

Chet Baker Sings

Chet Baker recorded it with his quartet at the Forum Theatre in Los Angeles on July 23, 1956. Pacific Jazz put it out that year as a single and on the LP Chet Baker Sings.

Listen for
Chet Baker sings the tune and the quartet plays behind him, with Russ Freeman on piano. The whole track lasts about three minutes.
Try it on your instrument

Hum or sing the melody and play one per underneath for the first sixteen bars: the six opening bars, then , , , , , , for two bars, and Dm7♭5 and G7 to finish (bar 5 holds two chords). Smaller version: sing only the six opening bars.

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Hear Armstrong with a small group

Louis Armstrong with Oscar Peterson Quartet · 1957 · Vocal

Louis Armstrong Meets Oscar Peterson

Louis Armstrong recorded it with the Oscar Peterson Quartet in Chicago on October 14, 1957, for Verve, and it came out on Louis Armstrong Meets Oscar Peterson in 1959. According to JazzStandards.com, Armstrong and Peterson also play it in the 1997 film That Old Feeling.

Listen for
Louis Armstrong leads, with Oscar Peterson's piano, Herb Ellis's guitar, Ray Brown's bass and Louis Bellson's drums behind him. The track lasts under three minutes.
Try it on your instrument

Play the second half, 17 to 32, from the chart. It opens like the first half, then turns at bar 23 to and where the first half went to and .

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Hear it with one pianist

Erroll Garner · 1955

Solitaire

Erroll Garner recorded it alone at the piano at Fine Sound in New York on March 14, 1955. Mercury issued it that year on the album Solitaire.

Listen for
Garner plays by himself for more than five minutes, with no band behind him. Listen for how one pair of hands covers the tune and the together.
Try it on your instrument

Play the first sixteen as a solo: melody in the right hand and one per bar in the left (bar 5 holds two chords). Smaller version: melody and chords for the six opening bars only.

Step 5 of 8 Now playing✓ Heard

Hear two saxophonists together

Stan Getz - Gerry Mulligan Quintet · 1957 · Bebop, Hard bop

Getz Meets Mulligan in Hi-Fi

Stan Getz and Gerry Mulligan recorded it in Los Angeles on October 12, 1957, with Lou Levy, Ray Brown and Stan Levey, for the Verve album Getz Meets Mulligan in Hi-Fi.

Listen for
Two saxophones, played by Getz and Mulligan, lead over a of piano, bass and drums. At about six minutes it is the longest track on the path so far.
Try it on your instrument

Play just the bass note of each , one per , through the first sixteen bars: C, C, E, A, D then A, D, D, G, A, E, E, A, D, D, D, G. Soloing over takes more experience than this page assumes, so start with the bass notes and the melody.

Step 6 of 8 Now playing✓ Heard

Hear a guitar in the lead

Kenny Burrell Quartet · 1960

Weaver of Dreams

Kenny Burrell recorded it in New York on October 18, 1960, with Bobby Jaspar on flute, bassist Wendell Marshall and drummer Bobby Donaldson. Columbia issued it on Weaver of Dreams in 1961.

Listen for
A guitar and a flute lead, with bass and drums behind them, and the track lasts under three and a half minutes.
Try it on your instrument

Play the six opening as short guitar-style hits, two per bar, and add the melody on top if you can. Smaller version: two hits on , then two on , and stop.

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Hear a full band live

Art Blakey and the Jazz Messengers · 1962 · Post-bop

3 Blind Mice

Art Blakey's Jazz Messengers played it live at the Renaissance in Hollywood on March 18, 1962, with Freddie Hubbard, Curtis Fuller, Wayne Shorter, Cedar Walton and Jymie Merritt. It came out on the United Artists album 3 Blind Mice.

Listen for
Three horns, trumpet, trombone and tenor saxophone, play with piano, bass and Blakey's drums in a club. The track runs over six minutes, the longest on the path.
Try it on your instrument

Play the six opening with a metronome, one per bar, starting slowly and nudging the speed up. Improvising a solo over the whole tune takes more experience than this page assumes; a smaller version is to play the melody at the faster speed.

Step 8 of 8 Now playing✓ Heard

Hear alto saxophone and guitar

Paul Desmond - Jim Hall Quartet · 1963

Easy Living

Paul Desmond recorded it with guitarist Jim Hall, bassist Gene Wright and drummer Connie Kay at Webster Hall in New York on June 25, 1963. RCA Victor issued it on the album Easy Living.

Listen for
Paul Desmond's alto saxophone and Jim Hall's guitar lead the quartet, with bass and drums behind them. The track lasts nearly six minutes.
Try it on your instrument

Play all 32 at a slow walking pace: melody plus one per bar (bars 5, 21 and 31 hold two chords). Smaller version: play only the first half, bars 1 to 16.

Through the decades

  1. 1930s

    Sammy Fain and Lew Brown write the song for the 1937 film Vogues of 1938, and Shep Fields's orchestra records it in New York that July for Bluebird.

  2. 1950s

    Erroll Garner plays it alone at the piano in 1955. Chet Baker sings it in 1956, and Louis Armstrong records it in 1957 with Oscar Peterson's quartet.

  3. 1960s

    Frank Sinatra sings it on Nice 'n' Easy in 1960. Art Blakey's Jazz Messengers play it live in Hollywood in 1962, and Paul Desmond records it with Jim Hall in 1963.

  4. 2000s

    Dave Brubeck plays it alone at the piano for his Telarc album One Alone, released in 2000.

  5. 2010s

    Bob Dylan sings it on Triplicate, his Columbia album released on March 31, 2017.

More great versions

6 more, from 1955 to 2017. Tap a cover to play it here.

  1. Frankie Laine and Buck Clayton1955 · Vocal
  2. Gerry Mulligan Quartet1956 · Cool jazz
  3. Zoot Sims Quartet1956 · Cool jazz
  4. Frank Sinatra1960 · Big band
  5. Dave Brubeck2000
  6. Bob Dylan2017 · Vocal

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 majorkey centers

The tune is 32 in two 16-bar halves, A and B, in . Both halves open with the same six bars: for two bars, , , with A7♭9 in one bar, and Dm7. A goes on with , , , , Em7♭5, , for two bars, and Dm7♭5 and G7. B parts from A at bar 7 of the half, bar 23 overall: , , Em7♭5, A7♭9, Dm7 and Fm6, then , A7, Dm7 with G7 in one bar, and C6 to finish.

Play the changes

C major
Open in iReal Pro ↗
A16 bars
C6
C6
Em7♭5
A7♭9
Dm7A7♭9
Dm7
Dm7♭5
G7
Am7
E7♭13
Em7♭5
A7
D7
D7
Dm7♭5
G7
B16 bars
C6
C6
Em7♭5
A7♭9
Dm7A7♭9
Dm7
Fm6
E7
Em7♭5
A7♭9
Dm7
Fm6
Cmaj7
A7
Dm7G7
C6

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

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