I've always liked the jazz standard "Out of Nowhere." I had it on a Charlie Parker record when I was a teenager. This was the recording - live at the Royal Roost, 1948.
It's a great tune - music by John Green and lyrics by Edward Heyman, copyright 1931. Interesting chords, nice melody, easy to jam on. For years I played it with the changes shown in the "Classic" (bootleg) Real Book. When the Hal Leonard (legal) Real Book came out in 2004, the chart was nearly identical.
Recently I was given an old 1946 fake book, and it showed rather different chord changes for "Out of Nowhere." That motivated me to search up the original sheet music, to better understand the composer's original intentions.
Modern fake books often present charts of standards that have been reharmonized. Sometimes this might improve the song, and sometimes this just takes it in a different direction, for better or worse.
The alterations that modern fake books have made to "Out of Nowhere" are not drastic, but do have some implications for how you might improvise on the tune.
Here's the original 1931 sheet music, with a nice Art Nouveau-style cover. The song as we know it starts on page 4 of the PDF, after an introductory "verse" that no one plays anymore. The tablatures are for ukelele - popular in those days. This sheet music was not intended for jazz players.
The chart below shows the chords that are indicated by the original sheet music’s piano notes - not the chord symbols on the sheet. The actual piano notes are a better indication of the composer's intentions than the symbols. The chord symbols in the original sheet music are a simplification of the piano part, for a ukelele or guitar player.
In the chart below, I've interpreted the piano notes with chord symbols, but in a way that I think reflects the intended harmony more closely.
Some of these chords were judgement calls on my part. I'll discuss that later in this post.
The following chart shows the chords as presented in the Hal Leonard "Sixth Edition" Real Book (we'll call it "HLRB1"), which is probably the chart used by the majority of jazz players these days. It's a clean chart, but not what John Green wrote.
The first 8 measures
The most interesting question for me is just what Green had in mind in bars 3-4 and 7-8, which contain the melodic and harmonic “hook” of the tune.
Note that the original sheet music shows an Eb7 chord in bars 3-4, while HLRB1 shows Bbm7 Eb7, one bar each, a II V progression in Ab major.
Three interpretations of the original Eb7 in bars 3-4 of the sheet music are possible:
1) Green wanted a blues feeling here, or a minor tinge, but still in the key of G.
2) Green wanted the feeling of a key change from G to Ab, up a half step.
3) Green intended the Eb7 to be an “augmented sixth” chord in G (bVIdom), a centuries-old classical harmonic device that usually prepares the V chord.
Here are the arguments for each possibility:
1) The F natural note in the melody is a b7 in G. In 1931, adding blue notes (b3, b5, b7) was fashionable in songwriting. George Gershwin, for example, did this quite a bit. This is the explanation given by Allen Forte in his book The American Popular Ballad of the Golden Era, in his discussion of “Out of Nowhere." Forte describes the supporting chord Eb7 (bVIdom) as "blues-derived harmony."
I'm not sure I hear the F natural as a blue note; I do hear it as minor-ish, and a bit mysterious. The lyric for this note is "nowhere," so there may be some word-painting here.
2) The argument here would be "current common practice." A single Eb7 chord for two measures, as in the original sheet, doesn't really sound like a key change to me. And although the HLRB1 chart does show Bbm7 Eb7, that's not what Green wrote. He wrote just Eb7. Bars 7-8, on the other hand, do qualify as a key change, with Bm7 E7 setting up the Am in bar 9.
Nevertheless, it seems that several generations of jazz players have wanted to hear a key change to Ab. HLRB1 was adapted from the 1974 bootleg Real Book; the source for that bootleg Real Book chart was probably a Berklee instructor.
In the 1948 Parker recording at the top of this post, both Parker and Miles Davis seem to be playing those measures as though they hear a key change to Ab major, although available sheet music or fake books in 1948 probably would not have shown these bars as a II V. For example, check the 2:00 spot in the track, when Parker is starting bar 17 of his solo; he quotes "The Kerry Dance" in Ab for bars 19 and 20 of the form.
3) In the writeup for "Out of Nowhere" on jazzstandards.com, the Eb7 is described as an "augmented sixth" chord. Augmented sixth chords are indeed dominant chords built on the b6 scale degree, so in that sense, the term would seem to apply.
But the classical "augmented sixth" device pretty much always functions as a preparation for the V7 chord. Do we hear the Eb7, and anticipate a D7 to follow, as the writeup suggests? I don't hear it that way.
To sum up, I think John Green's intention in bars 3-4 was not a key change, and not an augmented sixth chord. I think it was a way to harmonize an expressive note in the melody. He may have intended a touch of a blue note, or he may have intended a touch of minor. Nevertheless, by the late 1940s, at least some musicians were hearing these measures as a key change from G to Ab, with or without the added Bbm7 chord.
There are plenty of instances of jazz players playing a II V pattern where the original music just shows a V. I could see a jazz player doing this regardless of whether the Eb7 dominant chord was actually functioning as a V or not, and liking the result - hence the Berklee/HLRB1 chart.
Here are a few more observations about the song, and the differences between the original sheet music and the current version:
mm1-2, 5-6, 17-18, and 21-22: The chord symbols in the original sheet music just say G (triad), but the piano part adds a 6. The melody itself goes to the major 7 and the 9, a modern sound for 1931. In a jazz performance, you could harmonize these 2 bars with any variation of G, G6, Gmaj7, Gmaj9, G6/9, etc.
mm3-4 and 19-20: The melody is again on the 9. In the "sheet" chart, I did not notate it as part of the supporting chord.
mm7-8 and 23-24: Where the sheet music shows two short II V's, current charts show one bar each, Bm7 to E7. Some fakebook charts show Bm7 in bars 7 and 23, then E7b9 in mm8 and 24, with the melody going from F# to F in mm8 and 24, then to E in mm9 and 25.
mm9 and 11-12: The sheet music shows an Am triad, not Am7. This might imply a key change to A minor, whereas Am7 (as in HLRB1) might imply that Am7 is a II chord in the key of G. If these measures are a key change to A minor, one might play the chord as Am6 or Am#7, adding an F# or G# (melodic minor, it you want to think that way). If it’s a II in G major, one might prefer to use the G natural. I admit that this is a very fussy way to look at it. You can play it either way, comping or soloing. To my ear, it’s a 4-bar key change.
mm10 and 26: Although the original shows a B in the bass, suggesting Bm7 here, there is also an E in the chord voicing. I decided to call the chord an E7sus4, going to an E7. Current charts turn this bar into a minor II V, Bm7b5 E7.
mm13-14: The Eb7 (bVIdom) in this spot is actually functioning as an augmented sixth chord, preparing the D7 (V).
m28: Here I decided to notate the melody note B into the chord, resulting in Cm#7. I did this because the note is part of a 4-beat block chord, and is part of the impact. Many current charts instead show an F7#11 chord here. It's the same function (IVm and bVIIdom are both part of the "subdominant minor" family, incorporating the b6 note Eb). It works either way.
Charts from the 1940s
Here are two “Out of Nowhere” charts reprinted from old fake books, as would have been available to musicians in the 1940s, if they didn’t have the sheet music. The first is from a booklet dated 1946, titled “Black’s Correct Chords to 100 Standards” - the one I referred to at the beginning of this post. Our tune is the one numbered “70.” The second is from a bootleg made from “Tune-dex” cards, most likely in the 1940s or early 1950s (see this previous post). Both reflect the sheet music chords pretty closely.
To close, here's Coleman Hawkins' 1937 recording of "Out of Nowhere," with Benny Carter on trumpet and Django Reinhardt on guitar. I'll leave it to you to interpret how he is handling those first 8 bars.
