Jazz Changes

Johnny Mandel, music · Paul Francis Webster, lyrics · Introduced in the 1965 film The Sandpiper

The Shadow of Your Smile

Johnny Mandel wrote the tune for the 1965 film The Sandpiper, with words by Paul Francis Webster. Short pairs of lead one into the next, and the tune reaches its only at 7. Jack Sheldon plays the melody on trumpet in the film, and Tony Bennett's record was the first hit.

Listen in this order

The path begins with Tony Bennett's hit vocal and a guitar-and-strings version from the same year. It then moves through a piano trio, a live vibraphone quartet, an organ band and a pianist playing against himself, and ends with two tenor saxophone versions from 1969 and 1996.

8 recordings, 1965 to 1996 · Play all 8 on YouTube ↗

  1. Tony Bennett1965 · Easy listening
  2. Wes Montgomery1965 · Cool jazz
  3. Oscar Peterson Trio1966
  4. The Modern Jazz Quartet1967
  5. Bill Evans1967 · Post-bop
  6. Lou Donaldson1967 · Soul jazz
  7. Dexter Gordon and Slide Hampton1969 · Hard bop
  8. Archie Shepp Quartet1996

Step 1 of 8 Now playing✓ Heard

Hear the song with its words

Tony Bennett · 1965 · Easy listening

“The Shadow of Your Smile (Love Theme from "The Sandpiper")”, The Movie Song Album

Tony Bennett recorded it in Los Angeles on September 26, 1965, with Jimmy Rowles on piano and an orchestra that Johnny Mandel arranged and conducted. Columbia released it as a single on October 18, 1965, and it was the first version to become a chart hit.

Listen for
Bennett sings the melody with its words, so this is the clearest way to hear how the tune goes. Jimmy Rowles plays piano alongside the orchestra.
Try it on your instrument

Play the melody of 1 to 8 slowly, and hold one per bar under it: , , , , , , , . If you cannot play both together yet, play the chords alone first, then add the melody.

Step 2 of 8 Now playing✓ Heard

Hear a guitar lead with strings

Wes Montgomery · 1965 · Cool jazz

“Love Theme From "The Sandpiper" (The Shadow Of Your Smile)”, Bumpin'

Wes Montgomery recorded it on May 18, 1965, at Van Gelder Studio in Englewood Cliffs, New Jersey, with Don Sebesky conducting a string orchestra. Verve put it out as a single and on the album Bumpin' that year.

Listen for
Wes Montgomery's guitar leads, with a string section and hand percussion behind him. The whole track lasts only about two minutes and seventeen seconds.
Try it on your instrument

Play the melody of 1 to 8 in octaves, on guitar or piano, with the same eight underneath as in step 1.

Step 3 of 8 Now playing✓ Heard

Hear it played by a piano trio

Oscar Peterson Trio · 1966

“The Shadow Of Your Smile”, Blues Etude

Oscar Peterson recorded it with bassist Sam Jones and drummer Louis Hayes in Chicago on May 4, 1966. Limelight issued it that year on the album Blues Etude.

Listen for
A trio of piano, bass and drums: Oscar Peterson's piano takes the melody while Sam Jones and Louis Hayes keep time behind him. The track runs exactly five minutes.
Try it on your instrument

Play 9 to 16 with one per bar: , , , , , , F♯m7♭5, . Listen for how the chords pull toward in bars 9 to 12.

Step 4 of 8 Now playing✓ Heard

Hear it live with a vibraphone

The Modern Jazz Quartet · 1967

“The Shadow of Your Smile (Live at the Lighthouse)”, Live at the Lighthouse

The Modern Jazz Quartet recorded it live at The Lighthouse in Hermosa Beach, California, on March 16 and 17, 1967. Atlantic issued it on the album Live at the Lighthouse.

Listen for
Milt Jackson's vibraphone and John Lewis's piano lead a quartet that plays in front of an audience. Listen for the ringing metal sound of the vibraphone against the piano.
Try it on your instrument

Play 25 to 32: , to , , , , to , then held for two bars. Count two in the bars that have two.

Step 5 of 8 Now playing✓ Heard

Hear one pianist play two parts

Bill Evans · 1967 · Post-bop, Modal jazz

Further Conversations With Myself

Bill Evans recorded it alone at Webster Hall in New York on August 9, 1967, playing a second piano part over his first. Verve issued it that year on Further Conversations With Myself.

Listen for
Two piano parts sound at once, because Evans recorded a second part on top of the first. The track runs just over eight minutes, the longest piano track on the path.
Try it on your instrument

Play the melody of 1 to 8 with your right hand and the lowest note of each (F♯, B, E, A, A, D, G, C) with your left, so two lines sound together. Copying Evans's actual lines takes transcription skills this page does not assume.

Step 6 of 8 Now playing✓ Heard

Hear alto saxophone with an organ band

Lou Donaldson · 1967 · Soul jazz

Mr. Shing-A-Ling

Lou Donaldson led a quintet with Blue Mitchell, Lonnie Smith, Jimmy Ponder and Leo Morris at Van Gelder Studio in Englewood Cliffs, New Jersey, on October 27, 1967. Blue Note put it on the album Mr. Shing-A-Ling.

Listen for
Lou Donaldson's alto saxophone and Blue Mitchell's trumpet lead a band with an organ and a guitar. The track runs more than six minutes.
Try it on your instrument

Play the whole 32 from the chart once at a slow tempo, one per bar, and end by holding for two bars. If you can read a melody line, play it over the chords on the second time through.

Step 7 of 8 Now playing✓ Heard

Hear tenor saxophone lead a sextet

Dexter Gordon and Slide Hampton · 1969 · Hard bop, Post-bop

A Day in Copenhagen

Dexter Gordon and Slide Hampton recorded it in Copenhagen on March 10, 1969, with Dizzy Reece, Kenny Drew, Niels-Henning Ørsted Pedersen and Art Taylor. MPS released it on the album A Day in Copenhagen.

Listen for
Dexter Gordon's tenor saxophone leads a sextet that also has trumpet, trombone, piano, bass and drums. The track runs close to five minutes.
Try it on your instrument

Play the 32 twice, melody the first time and alone the second, the way a plays behind a soloist. Making up your own solo over them takes more practice than this page assumes; the smaller version is to play just the chord roots in time.

Step 8 of 8 Now playing✓ Heard

Hear a long, modern tenor version

Archie Shepp Quartet · 1996

“The Shadow Of Your Smile”, True Ballads

Archie Shepp recorded it in New York on December 7, 1996, with John Hicks, George Mraz and Idris Muhammad. Venus Records released it in Japan in 1997 on the album True Ballads.

Listen for
Archie Shepp's tenor saxophone leads a piano, bass and drums trio. At nearly ten minutes, it is the longest track on the path.
Try it on your instrument

Pick one line, such as bars 17 to 20 (, , , ), and play its three ways: one chord per bar, then two chords per bar, then in a steady rhythm of your own.

Through the decades

  1. 1960s

    Mandel writes it for The Sandpiper in 1965. Wes Montgomery records it with strings in May, and Tony Bennett's September record is the first hit version. Dexter Gordon's sextet plays it in Copenhagen in 1969.

  2. 1970s

    Art Pepper plays it in Tokyo in July 1979 with George Cables, Tony Dumas and Billy Higgins. Galaxy first issued the take in Japan, and it later appeared in the 1989 box The Complete Galaxy Recordings.

  3. 1990s

    Archie Shepp records it in New York in December 1996 with John Hicks, George Mraz and Idris Muhammad. The Venus label releases the album True Ballads in Japan in 1997.

  4. 2010s

    Tenor saxophonist Harry Allen and pianist Jan Lundgren lead a quartet on the album Quietly There. Stunt Records released it in 2015.

More great versions

6 more, from 1965 to 2014. Tap a cover to play it here.

  1. Astrud Gilberto1965 · Bossa nova
  2. Eddie Harris1965 · Soul jazz
  3. Hampton Hawes Trio1966 · Hard bop
  4. Milt Jackson Sextet1966 · Contemporary jazz
  5. Art Pepper Quartet1979 · Bebop
  6. Harry Allen and Jan Lundgren Quartet2014

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 · B form
G major · E minor · B minor · A minorkeys it moves between

The tune is 32 in two 16-bar halves, A and B, in . A opens with three pairs of , one chord to a bar: to , to and to . Each pair leads into the next, and the third lands on in bar 7, the first G chord of the tune, with in bar 8. Bars 9 to 12 move to : , B7♭9, Em7 and . Bars 13 and 14 (, ) point to , and bars 15 and 16 (F♯m7♭5, ) point back toward E minor and into the second half. B repeats the first six bars of A, up to Am7 and D7. Instead of settling on G, it turns to and (bars 23 and 24), then Am7 and to . A last run of , , A7 and to leads home to , which is held for bars 31 and 32.

Play the changes

G major
Open in iReal Pro ↗
A16 bars
F♯m7
B7♭9
Em7
A7
Am7
D7
Gmaj7
Cmaj7
F♯m7♭5
B7♭9
Em7
Em7/D
C♯m7♭5
F♯7♭9
F♯m7♭5
B7♭13
B16 bars
F♯m7
B7♭9
Em7
A7
Am7
D7
Bm7♭5
E7♭9
Am7
Cm7F7
Bm7
E7♭13
A7
D7susD7♭9
G6
G6

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