Richard Rodgers, music · Lorenz Hart, lyrics · Introduced by Mitzi Green and Ray Heatherton in Babes in Arms, 1937
Where or When
Where or When is a 1937 ballad by Rodgers and Hart from the Broadway show Babes in Arms. Its words describe the odd feeling of meeting someone who already seems familiar. Singers and jazz players keep returning to it, from Lena Horne in 1941 to Sonny Rollins in 1993.
Listen in this order
The path begins with Lena Horne's 1941 vocal and Art Tatum's solo piano, then adds Clifford Brown's strings, Erroll Garner's live trio and Ella Fitzgerald's songbook version. It ends with Stan Getz's quartet, Stanley Turrentine's tenor with a trio and Red Garland's piano trio.
1940sLena Horne with orchestra conducted by Lou Bring1941
1950sArt Tatum1953
Clifford Brown with Neal Hefti's strings1955 · Bebop
Erroll Garner1955 · Bebop
Ella Fitzgerald with Buddy Bregman's orchestra1956 · Vocal
Stan Getz Quartet1957
1960sStanley Turrentine with The Three Sounds1960 · Cool jazz
Red Garland Trio1961
Progress can't be saved in this browser.
Step 1 of 8 Now playing✓ Heard
Hear the song sung
Lena Horne with orchestra conducted by Lou Bring · 1941
RCA Victor 78 rpm single
Lena Horne recorded it for RCA Victor in Hollywood on December 17, 1941, with an orchestra conducted by Lou Bring. According to JazzStandards.com, Hal Kemp's 1937 record had spent one week at number one.
Couldn't play this one here. Try the links below.
Listen for
Lena Horne sings with an orchestra conducted by Lou Bring, and the record lasts 2:44. Start here to take in the melody and the mood as a singer delivers them.
Try it on your instrument
Play the first four in E♭, one per bar: E♭, , , E♭maj7, and hum the tune over them. Smaller version: hold E♭ for four bars and hum along.
Art Tatum recorded the song as a piano solo on December 29, 1953, for producer Norman Granz. It belongs to the Clef solo series that Tatum made in 1953 and 1954, later reissued on Pablo.
Couldn't play this one here. Try the links below.
Listen for
Only a piano plays, so one player supplies the melody and the together. At 5:15 it is the longest record so far.
Try it on your instrument
Play the melody with your right hand and the first four of with your left: E♭, , , E♭maj7. Smaller version: play only the chords, one per bar.
Clifford Brown with Neal Hefti's strings · 1955 · Bebop
Clifford Brown with Strings
Clifford Brown recorded it in New York on January 18, 1955, with a and a string section led by Neal Hefti. It came out on EmArcy as part of Clifford Brown with Strings.
Couldn't play this one here. Try the links below.
Listen for
Brown's trumpet carries the tune while a string section plays behind him. The record lasts about three and a half minutes.
Try it on your instrument
Play the middle part's first four , one each: , , , . This is the part that turns to a minor . Smaller version: play only Cm7 and Fm7, two bars each.
Erroll Garner played it at a concert in the Sunset School hall in Carmel-by-the-Sea, California, on September 19, 1955. The concert was not planned as a recording; a tape recorder was running backstage, and Columbia released the album that October.
Couldn't play this one here. Try the links below.
Listen for
Erroll Garner leads a trio of piano, bass and drums in front of an audience, so you hear the hall as well as the band. The track lasts about three and a half minutes.
Try it on your instrument
Play 5 to 8 slowly: for three bars, then and together in bar 8. Smaller version: play A♭maj7 for four bars, then .
Ella Fitzgerald with Buddy Bregman's orchestra · 1956 · Vocal
Ella Fitzgerald Sings the Rodgers and Hart Song Book
Ella Fitzgerald recorded it in August 1956 for her Rodgers and Hart Song Book, produced by Norman Granz, with Buddy Bregman arranging and conducting.
Couldn't play this one here. Try the links below.
Listen for
Ella Fitzgerald sings with Buddy Bregman's orchestra behind her. Compare her delivery with Lena Horne's at the start of the path; both records last under three minutes.
Try it on your instrument
Play both endings of the A part. First ending: , then . Second ending: E♭maj7, then and together, which lead into the middle part. Smaller version: play only E♭maj7 and then B♭7sus.
Stan Getz recorded it at the Capitol Tower in Los Angeles on August 2, 1957, with pianist Lou Levy, bassist Leroy Vinnegar and drummer Stan Levey. Norman Granz produced it, and Verve issued it on Award Winner.
Couldn't play this one here. Try the links below.
Listen for
Getz's tenor saxophone leads a quartet with piano, bass and drums. At 7:11 it runs much longer than the records before it, so listen for how the players use the extra time.
Try it on your instrument
Play the last A part's first four , which differ from the first two A parts: E♭, , , . Smaller version: play E♭ and then Cm7, two bars each.
Stanley Turrentine recorded it with The Three Sounds at Van Gelder Studio in Englewood Cliffs, New Jersey, on June 29, 1960, for Blue Note. According to jazzdisco.org, this take first came out in 2000, on Blue Hour: The Complete Sessions.
Couldn't play this one here. Try the links below.
Listen for
Turrentine's tenor saxophone leads, with Gene Harris on piano, Andrew Simpkins on bass and Bill Dowdy on drums. The track runs 7:02.
Try it on your instrument
Play the whole middle part, eight : , , , , Cm7, Fm7, , . Smaller version: play only the first four bars.
Ballads Played by Red Garland: The Nearness of You
Red Garland recorded it with bassist Larry Ridley and drummer Frank Gant at Plaza Sound Studios in New York on November 30, 1961. It appeared on The Nearness of You, a Jazzland album of ballads.
Couldn't play this one here. Try the links below.
Listen for
Red Garland plays piano with Larry Ridley on bass and Frank Gant on drums, and the record runs 6:12. After the solo piano and the quartet, hear how a trio fills the time.
Try it on your instrument
Play the whole last A part, 12 : E♭, , , , , , , C7♭9, Fm7, , E♭6, then Fm7 and B♭7 together. Smaller version: play only the last four bars.
Rodgers and Hart write the song for the 1937 Broadway musical Babes in Arms, where Mitzi Green and Ray Heatherton introduce it. Hal Kemp's orchestra, with Skinnay Ennis singing, spends a week at number one.
1940s
Lena Horne records it for RCA Victor in Hollywood in December 1941, with an orchestra conducted by Lou Bring.
1950s
Clifford Brown records it with strings in 1955, and Ella Fitzgerald sings it on her Rodgers and Hart Song Book in 1956. Dion and the Belmonts release a doo-wop single in December 1959.
1960s
Stanley Turrentine records it with The Three Sounds for Blue Note in 1960, though the take stays unreleased until 2000. In 1961 Red Garland's trio plays it on a ballads album.
1990s
Sonny Rollins records it with a quintet in 1993 for the album Old Flames, in a version that runs over eight minutes.
2000s
Diana Krall sings it on Quiet Nights, released by Verve in 2009.
More great versions
5 more, from 1942 to 2009. Tap a cover to play it here.
1940sBenny Goodman Sextet1942
1950sDion and the Belmonts1959
1960sGene Ammons and Dodo Marmarosa1962 · Bebop
1970s
1980s
1990sSonny Rollins Quintet1993 · Post-bop
2000sDiana Krall2009 · Bossa nova
Benny Goodman Sextet
1942
Small Groups: 1941-1945
The Benny Goodman Sextet's 1942 version, as collected on the Columbia album Small Groups: 1941-1945.
Gene Ammons and pianist Dodo Marmarosa recorded it in Chicago on May 4, 1962, with bassist Sam Jones and drummer Marshall Thompson. According to jazzdisco.org, it first came out in 1972 on Jug & Dodo.
Sonny Rollins recorded it at Clinton Recording Studios in New York in July or August 1993, with trombonist Clifton Anderson, pianist Tommy Flanagan, bassist Bob Cranshaw and drummer Jack DeJohnette. It is on Old Flames, released by Milestone.
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
40 barsA · A · B · A form
E♭ · A♭ · C m · F mkeys it moves between
A10 bars
A10 bars
B8 bars
A12 bars
E♭
A♭
E♭
E♭
A♭
E♭
C m
E♭
E♭
C m
F m
E♭
The iReal Pro chart runs 40 in : A (10 bars), A (10), B (8) and A (12). The first A opens with E♭, and two bars of , then moves to for three bars. Bar 8 is and , which lead home to E♭maj7 in bar 9. Bar 10 differs between the two A parts: the first time it is B♭7sus, which loops back to the top, and the second time it is and , which lead into the B part. B starts in with , Fm7, Dm7♭5 and G7♭9, repeats Cm7 and Fm7, then plays and to return to E♭. The last A is longer. It starts like the others but has and Cm7 in bars 3 and 4, then A♭maj7, , Fm7 and C7♭9 in bars 5 to 8, which touch . It finishes with Fm7, B♭7, E♭6 and a last bar of Fm7 and B♭7.