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If you’re a piano student who enjoys playing beautiful arrangements of solo jazz piano ballads, then today’s lesson is perfect for you. In today’s Quick Tip, Play Over the Rainbow Lead Sheet on Piano, John Proulx helps you go beyond the lead sheet when performing this timeless jazz pop ballad. You’ll learn:

• Over the Rainbow: Song Facts
• Over the Rainbow: Song Analysis
• Over the Rainbow: Lead Sheet
  • Lead Sheet with Basic Chords
  • Lead Sheet with Reharmonization
• Over the Rainbow: Inside the Arrangement
• Over the Rainbow: Recommended Listening

Over the Rainbow: Song Facts

“Over the Rainbow” (a.k.a. “Somewhere Over the Rainbow”) was written in 1938 by Harold Arlen and Yip Harburg for The Wizard of Oz in which the magical ballad is sung by Judy Garland as Dorothy. The song was voted #1 on AFI’s 100 Years…100 Songs and was also ranked #1 on Songs of the Century, a joint project between The National Endowment for the Arts (NEA) and the Recording Industry Association of America (RIAA). In addition, “Over the Rainbow” has appeared in over forty subsequent films¹ and has been embraced and performed by musicians of virtually every genre since its inception. A sample of jazz pianists that have recorded “Over the Rainbow” includes Bud Powell (1951), Art Tatum (1953), Erroll Garner (1955), Oscar Peterson (1959),  Keith Jarrett (1984) and David Hazeltine (2014).

Over the Rainbow: Song Analysis

Song Key

The jazz pop ballad “Over the Rainbow” by Harold Arlen and Yip Harburg is most often performed on piano in the key of E♭ major, which has a key signature of 3 flats. However, Judy Garland’s original version from The Wizard of Oz was recorded in the key of A♭ major.

Song Form

The compositional structure of “Over the Rainbow” by Harold Arlen and Yip Harburg follows a common 32-bar AABA song form in which each of the four sections of the tune are 8 measures long.

Over the Rainbow: Lead Sheet

In today’s featured Inside the Arrangement tutorial, John Proulx shares his personal take on “Over the Rainbow” for solo piano. However, before we discuss those more advanced techniques, let’s first examine the basic chords for “Over the Rainbow.” Then we’ll examine John’s embellishments afterward.

Due to publisher’s restrictions, the lead sheet with the melody for “Over the Rainbow” that appears in today’s featured Quick Tip tutorial is available from our partners at MusicNotes.com. However, the examples in this section contain all the chords you’ll need to play “Over the Rainbow” on piano. In fact, PWJ members can download these PDFs from the bottom of this page after logging in with their membership. You can also transpose the chords for “Over the Rainbow” to any key using our Smart Sheet Music.

Lead Sheet with Basic Chords

Here are the basic chords for “Over the Rainbow” that you’ll typically find on a lead sheet or in fake book. You’ll notice that most of the chords are diatonic 7th chords in E♭ major. However, the tune also features a handful of common secondary dominants, such as:

• E♭7 resolving to A♭▵7 as the “Ⅴ7 of Ⅳ”
• C7 resolving to Fm7 or F7 as the “Ⅴ7 of Ⅱ”
• F7 resolving to B♭ as the “Ⅴ7 of Ⅴ”
• D7 resolving to Gm7 as the “Ⅴ7 of Ⅲ”

These secondary dominant resolutions are indicated in the harmonic analysis below with an arched arrow. In addition, “Over the Rainbow” also features a couple of D♭7 chords that cannot be explained as secondary dominants because they don’t resolve down a perfect 5th. Instead, these D♭7 chords resolve up a whole step to E♭▵, a technique that jazz musicians call a backdoor dominant resolution (indicated with an inverted arched arrow). Once you become familiar with the sound of this resolution involving ♭Ⅶ7→Ⅰ▵, your ear will actually start to recognize it more and more throughout The Great American Songbook.

Lead Sheet with Reharmonization

Now let’s take a look at the chords that John uses in his performance of “Over the Rainbow.” As you heard in the video tutorial at the top of this page, John’s arrangement of “Over the Rainbow” features some gorgeous jazz reharmonization techniques. Among the harmonic techniques that John employs are chord inversions, tritone substitutions, borrowed chords, tonicization, dominant pedals and more.

Over the Rainbow: Inside the Arrangement

In this section, we’ll discuss some of the jazz piano techniques that John uses to bring the lead sheet for “Over the Rainbow” to life.

Intro

Song introductions are one of the places where beginner jazz piano students often experience the most confusion. That’s because most lead sheets don’t include specific intros or endings. However, over time, piano students typically accumulate a handful of intro techniques that are flexible enough to be applied to a wide variety of tunes.

In the case of John’s arrangement of “Over the Rainbow,” he has actually opted for no intro at all! In fact, we when we get to the recommend listening section of today’s lesson, you’ll notice that some other noted jazz piano legends have also taken this approach. However, if you’d like to add an intro for your own arrangement of “Over the Rainbow,” be sure to check out our Quick Tip on 3 Must-Know Jazz Piano Intros (Int).

Melody

When it comes to playing the melody of “Over the Rainbow,” John is including quite a few harmony notes in his right hand below the melody. This playing style requires a more intermediate-to-advanced level understanding of jazz harmony. That’s because these notes don’t appear on the lead sheet. To get started with technique, check out our Quick Tip on Add Harmony Notes to a Melody: 6 Levels from Beginner to Pro (Beg–Adv).

Left Hand Accompaniment

The main technique that John uses in his left hand to play “Over the Rainbow” in today’s lesson is two-note chord shells which are sometimes referred to as Bud Powell voicings. While the term “chord shell” often describes any minimalistic voicing approach, Bud Powell voicings in particular refer to a structure that is based on either the root + 7th or the root + 3rd. Variations may also include root + 6th, root + 5th and root + 10th. (Note: root + 3rd and root +10th voicings use the same notes. However, the notes of a root + 10th voicings are spaced further apart.)

At the onset of John’s arrangement of “Over the Rainbow,” he expresses the tempo more freely with a technique called tempo rubato. In this context, you’ll notice that John often plays the two notes of his Bud Powell voicings separately. This allows him to create a flowing accompaniment texture in the left hand. Afterward, when the solo section arrives, John establishes a strict tempo and plays the two notes of his Bud Powell voicings simultaneously. In addition, John incorporates a stride approach in the left hand by following each Bud Powell voicing on a strong beat with the respective guide tones of the current chord on the weak beat.

Solo Section

After playing one time through the entire form of “Over the Rainbow” with a rubato feel, John transitions into an improvised solo section. However, John only solos over the first half of the form, which is the first two A sections. In fact, this is the most common approach that jazz musicians use when improving on ballads. After the second A section, John segues directly into a restatement of the B section of “Over the Rainbow.”

Outro & Ending

After the solo section and restatement of the bridge, John prepares to close his arrangement of “Over the Rainbow” with a final presentation of the A section. However, to keep his listeners engaged, John has saved some of his most expressive chord substitutions for this final section. For example, in measure 18, John inserts a minor 2-5-1 progression in G minor in place of the traditional diatonic chords. In addition, John begins the coda section up an octave—a dramatic effect which draws in the listener even further. Finally, John ends with a common, yet unanticipated chord progression called The Sharp Four Walkdown Jazz Chord Progression.

For more ending ideas, check out John’s course on 32 Colorful Jazz Endings (Int).

Over the Rainbow: Recommended Listening

In this section, we’ve compiled some early recordings of “Over the Rainbow” as well as some more modern versions. In addition, we have included some carefully curated piano renditions that are bound to appeal to piano students and enthusiasts.

Early Recordings

The earliest recording of “Over the Rainbow” was Judy Garland’s version, which was recorded in 1938 and debuted in 1939 in The Wizard of Oz. The song was an instant success, with versions by Judy Garland, Glenn Miller and Bob Crosby all landing in the top 10 in 1939.

Standout Recordings

Walter Frisch, professor of music at Columbia University in New York and author of the book  Arlen and Harburg’s Over the Rainbow, states that he doubts there is “one authentic version” of the tune. Instead, he says “there are as many different versions as there are performers and contexts.”² Furthermore, with over 1800 known recordings of “Over the Rainbow” in existence, promoting any definitive recordings of the tune is a futile task.³ Nevertheless, we’ve tried to include a few standout recordings of “Over the Rainbow” that will be of particular benefit to piano students. In particular, these recordings display some further arranging possibilities that jazz students may be intrigued to explore.

First, we have Ella Fitzgerald’s version of “Over the Rainbow” which includes Arlen and Harburg introductory verse to “Over the Rainbow.” Although this intro was omitted in The Wizard of Oz, many later recordings by jazz vocalists include this intro. Next, we have tenor saxophonist Ben Webster’s recording of the tune from his 1964 album See You at the Fair. This cut features a great piano solo by Hank Jones that demonstrates a broad array of rhythmic possibilities that are available when improvising at ballad tempos. Lastly, we have a duo recording by alto saxophonist Art Pepper and pianist George Cables from their 1982 duet album Tête-à-Tête. In this recording, you’ll hear many instances clever reharmonization.

Piano Recordings

In this section, we’ve selected a few hand-picked solo piano versions of “Over the Rainbow” with the beginner-to-intermediate jazz piano student in mind. While it’s not too hard to find virtuosic jazz piano interpretations of Arlen and Harburg’s classic ballad, it’s much more difficult to find recordings that a budding jazz pianist can understand. Nonetheless, here are three recordings that we think you’ll love. First, we have Red Garland’s “Over the Rainbow” recording from his 1982 album Misty Red. Next, we have a version by Keith Jarrett from his 1995 album La Scala. Lastly, we have Dave Brubeck’s recording from his 2010 children’s album entitled Lullabies.

Conclusion

Congratulations, you’ve completed this Quick Tip on Play Over the Rainbow Lead Sheet on Piano. With the tools and tips in this lesson, you’ll soon be on your way to adding this classic jazz pop ballad to your piano repertoire.

If you enjoyed today’s lesson, then be sure to check out the following PWJ resources:

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¹ “Over the Rainbow.” ClassicJazzStandards.com.

² Shapiro, Gary. “‘Over the Rainbow’: The Story Behind the Song of the Century.” Columbia News, Columbia University in the City of New York, 15 Nov. 2017.

³ “Over the Rainbow by Judy Garland.” SecondHandSongs.com.

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