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When I Fall in Love (1952)

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Origin and Chart Information
“Trumpeter Miles Davis’ 1956 recording of this number, along with Nat “King” Cole’s vocal version from 1957, established this song as a standard.”

- Chris Tyle

Rank 137
Music Victor Young
Lyrics Edward Heyman

Composer Victor Young and lyricist Edward Heyman wrote “When I Fall in Love” for the 1952 film One Minute to Zero, where it was performed as an instrumental by Richard Hayman and His Orchestra. Although the lyric did not appear in the film, a phrase from the lyric refers to the unsettled nature of the time: “In a restless world like this is, Love is ended before it’s begun.” The movie, a Korean War drama, was overlaid by a romance between Robert Mitchum and Ann Blyth. But, despite their star power, the film did not do well at the box office.


More on Edward Heyman at JazzBiographies.com

More on Victor Young at JazzBiographies.com

It was Doris Day and the Norman Luboff Choir, accompanied by the Carl Fischer Orchestra on the Columbia label, who took the song to number seven on the charts for 14 weeks in 1952. Nat King Cole’s popular version from 1956 for Capitol Records was featured in the 1957 film Istanbul, and Julie London recorded it in 1959. The Lettermen’s version of the song hit the charts at number seven in 1962. British pop singer Rick Astley had a hit with it in the ‘80s, and in a 1996 follow-up to her successful 1991 recording, Natalie Cole created another duet with her deceased father on “When I Fall in Love” for the album Stardust.


Chart information used by permission from
Joel Whitburn's Pop Memories 1890-1954

The song became the title of a 1986 film made in the Philippines, and it has appeared in several movies: Rose Tatoo, Fatal Attraction, Eyes Wide Shut, and Good Night, and Good Luck. David Foster and Jeremy Lubbock won a 1994 Grammy for their arrangement of the song for Celine Dion and Clive Griffin used in the film Sleepless in Seattle. And, not surprisingly, the romantic song with its promise of everlasting love (“When I fall in love, It will be forever”) is very popular for weddings.

Dozens of jazz musicians have recorded the tune, including trumpeter/vocalist Chet Baker, saxophonists Stan Getz and Ben Webster, vocalists Betty Carter and Joe Williams, trumpeter Miles Davis, pianists Bill Evans and Keith Jarrett, band leader Stan Kenton, guitarists Jim Hall, Sascha Distel, and Bill Frisell, harmonica player Toots Thielemans, and vibraphonists Johnny Lytle and Mike Mainieri.

More information on this tune...

Thomas S. Hischak
The Tin Pan Alley Song Encyclopedia
Greenwood Press
Hardcover: 552 pages

(Hischak covers the song’s history and names performers and films in which “When I Fall in Love” has appeared.)

- Sandra Burlingame

Music and Lyrics Analysis

Musical analysis of “When I Fall in Love”

Original KeyF major
FormA - B -A - C; “C” is actually a development of materials from “B,” followed by a restatement and extension of mm. 1 -2 of “A.”
TonalityPrimarily major
MovementWide intervals ascending; descending by steps and smaller skips in “A.” This basic motion is reversed in “B” and in the first four measures of “C.”

Comments     (assumed background)

The melodic line is soaring and lyrical, spanning the range of a tenth. There is fairly good balance of moving and sustained passages but not many places for the performer to breathe. The harmonic progression, while tasteful and appropriate, holds few surprises. After two measures of I - iv, there are six measures of “rhythm changes.” During the first “A” section,, there are two chords per measure in mm. 1-4. In mm. 5 - 8, this becomes one chord per measure except for an embellishing passing chord between the I and the VI in the sixth measure (F - Eb9 - D7(+5)), further disguising the “rhythm changes.” Section “B” starts with a simple I -ii7 - V7 sequence and a surprise resolution to the iii chord, followed by V7/ii (the iii chord here - Am7 - is basically a substitution for Fmaj7. This is frequently done by contemporary players who insert a passing Eb7 before the D7).
K. J. McElrath - Musicologist for JazzStandards.com

Check out K. J. McElrath’s book of Jazz Standards Guide Tone Lines at his web site (www.bardicle.com).
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Reading and Research
Additional information for "When I Fall in Love" may be found in:

Thomas S. Hischak
The Tin Pan Alley Song Encyclopedia
Greenwood Press
Hardcover: 552 pages

(1 paragraph including the following types of information: film productions, history and performers.)

Robert Gottlieb, Robert Kimball
Reading Lyrics
Hardcover: 736 pages

(Includes the following types of information: song lyrics.)
Also on This Page...

Music & Lyrics Analysis
Musician's Comments
Reading & Research

Jazz History Notes
Getting Started
CD Recommendations
Listen and Compare
By the Same Writers...

Jazz History Notes

Trumpeter Miles Davis’ 1956 recording of this number, along with Nat “King” Cole’s vocal version from 1957, established this song as a standard. Miles’ simple approach, just basically stating the melody on the trumpet with a “Harmon” mute, is tremendously effective.

In sharp contrast to Miles’ ballad version, alto saxophonist Jackie McLean performed the tune as a medium-up-tempo swinger. Recorded in 1956, it was McLean’s second session as a leader.

Pianist Bill Evans’ trio recording from 1959 is from his Portrait in Jazz album, a highly-acclaimed recording and deservedly so; Evans’ version, taken at a very slow tempo, is a delicate interpretation.

A much more modern recording from 2003 features an artist who is definitely “old-school”--tenor saxophonist Scott Hamilton. Hamilton’s beautiful rendition was recorded live in London.

Chris Tyle - Jazz Musician and Historian

Miles Davis
Miles Davis Plays for Lovers
Prestige 6019

Jackie McLean
4, 5 and 6
Original Jazz Classics/Prestige 7048

Scott Hamilton
Scott Hamilton Quartet Live in London
Concord Records

Bill Evans
Portrait in Jazz
Original Jazz Classics/Riverside 1162
Original recording 1959
Getting Started
This section suggests definitive or otherwise significant recordings that will help jazz students get acquainted with “When I Fall in Love.” These recordings have been selected from the Jazz History and CD Recommendations sections.

Though Nat Cole’s string-laden 1956 version of “When I Fall In Love” (The Very Best Of Nat King Cole) may lean more towards pop than jazz, his tender vocal interpretation remains definitive, a vital starting point for learning the song. As for instrumental versions, Miles Davis’ Harmon-muted 1956 performance featuring Red Garland (Steamin’) ranks alongside Bill Evans’ extremely tender trio interpretation from the following year (Portrait In Jazz) among the most significant and beautiful.

Noah Baerman - Jazz Pianist and Educator

CD Recommendations for This Tune
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Nat King Cole, Nat King Cole
The Very Best of Nat King Cole
Original recording 1956

Perhaps the best-known version of “When I Fall In Love” is Cole’s hit vocal performance. The thick string textures do not obscure the immediacy and clarity of his elegant singing.

Ben Webster
The Soul of Ben Webster
Polygram Records
Original recording 1958

Tenor saxophone giant Webster offers a signature ballad performance here, with a heavily ornamented interpretation of the melody.

Carmen McRae
Carmen McRae Sings Great American Songwriters
Original recording 1958

McRae’s gentle performance, accompanied by Don Abney’s trio, is faithful both to the song and to her unique sense of rhythm and phrasing. On the way out she repeats the second half of the melody and at that point offers a brilliant re-interpretation of the melody.

Oscar Peterson, Milt Jackson
Reunion Blues
Original recording 1971

This lyrical quartet performance by Peterson also provides ample space for vibraphonist Milt Jackson and bassist Ray Brown to shine.

Chucho Valdes
Solo Piano
Blue Note Records
Original recording 1991

Most of this album consists of solo piano performance, but on this track Cuban pianist Valdes is joined his ensemble for a lengthy Latin workout on “When I Fall In Love.” Valdes’ own playing is infectious, while at times displaying jaw-dropping dexterity.


- Noah Baerman

Bill Frisell
Ghost Town
2000 Nonesuch Records 79583
Original recording 2000
This is not only a wonderful rendition of the song but a feat of engineering. Through the magic of loops Frisell on banjo accompanies his own guitar tracks, delivering a unique and ethereal interpretation.
Betty Roche
Singin' and Swingin'
1992 Original Jazz Classics 1718
Original recording 1960
Her husky voice and precise delivery take the sentimental edge off the song as Betty Roche is accompanied by the almost funereal organ of Jack McDuff.
Blue Mitchell
Blue's Moods
1994 Original Jazz Classics 138
Original recording 1960
An elegant, romantic offering from trumpeter Mitchell affords pianist Wynton Kelly a charming introduction and bass player Sam Jones room for some inspired musings.
Jessica Williams
Some Ballads, Some Blues
2001 Jazz Focus

Bassist Dave Captein and drummer Mel Brown make their presence scarce on this reverential and introspective reading of the piece by pianist Williams.

- Ben Maycock

Written by the Same Composer(s)...
This section shows the jazz standards written by the same writing team.

Edward Heyman and Victor Young

Year Rank Title
1952 137 When I Fall in Love
1945 309 Love Letters

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