Someday My Prince Will Come

“Someday My Prince Will Come” started life as a Disney lullaby — Frank Churchill’s 1937 song for Snow White — and became, twenty years later, the tune every jazz musician reaches for when the gig calls for a waltz. Dave Brubeck’s 1957 recording pulled it into the jazz world, and within a few years Bill Evans and Miles Davis had turned it into the standard by which every other jazz waltz gets measured. What makes it stick isn’t just the 3/4 meter: the very first four bars run through a pair of chromatic altered dominants that quietly teach more about voice leading than most tunes manage in thirty-two.

An ABAC form built for contrast, not repetition

The tune runs 32 bars in ABAC form — an 8-bar A section, an 8-bar B section that pushes into new harmonic territory, a return of A, and an 8-bar C section that resolves the whole thing. That’s different from the more common AABA shape of tunes like “Take the A Train”; instead of a contrasting bridge sandwiched between two identical A’s, this form gives you the A idea twice with two different closing statements bracketing it. In B♭ major, the key nearly every player uses, that shape maps out as A (bars 1–8), B (bars 9–16), A again (bars 17–24), and C (bars 25–32).

Two altered dominants that carry the tune’s whole lesson

The signature move happens in the first four bars: B♭maj7 slides to D7♯5, which resolves to E♭maj7, then G7♯5 resolves to Cm7. Both are secondary dominants — G7 is V7 of the ii chord (Cm7), while D7 is V7 of vi (G minor) that instead resolves up a half step to E♭maj7, a classic deceptive resolution. Raising each dominant’s fifth turns the progression into a chromatic escalator: A (the major seventh of B♭maj7) rises to A♯ (the ♯5 of D7) and settles on B♭ (the fifth of E♭maj7 — the tune’s own tonic note), while D (the major seventh of E♭maj7) rises through D♯ (the ♯5 of G7) to E♭ (the third of Cm7). Two guide-tone lines climbing in half steps — that’s the whole lesson, audible in the first four bars.

Bars 1–4: B♭maj7 – D7♯5 – E♭maj7 – G7♯5
Bars 5–8: Cm7 – F7 – B♭maj7 – B♭maj7

Over D7♯5 and G7♯5, most players reach for whole-tone sound or the Phrygian dominant scale built from the chord’s root — both scales contain the raised fifth naturally, so the alteration stops sounding like an “outside” note and starts sounding like home. That’s a direct, low-risk entry point into melodic-minor-based improvising for anyone who’s only played diatonic ii–V–I’s so far.

The B and C sections keep the harmony moving

Where the A section is chromatic, the middle of the tune pulls back into plainer motion — chains of ii–V’s circling the home key — before the C section echoes the opening chromaticism and slips a passing diminished chord into the final approach. Lead sheets and recordings disagree on the details here far more than in the A section, so treat the routing below as one common version and check it against the recording you’re learning from.

Bars 9–16 (B section, one common routing): Dm7 – G7 – Cm7 – F7, repeated
Bars 25–32 (C section, one common routing): B♭maj7 – D7♯5 – E♭maj7 – E♭°7, then Dm7 – G7 – Cm7 – F7, resolving to B♭ at the top of the next chorus

Why this is the waltz every jazz musician learns

This is the canonical Jazz Waltz vehicle, and it’s the right one to learn first: unlike a concert waltz, jazz phrasing here doesn’t sit heavily on beat 1 of every bar. Wynton Kelly’s solo on the 1961 Miles Davis recording floats slightly ahead of the beat and leans into beat 2, which is the actual swing point in a jazz waltz — the pulse feels lifted rather than counted. Bass and drums often “break” the time rather than walking all three beats, planting roots on 1 and leaving room to breathe, which is why Brushes and a light touch matter as much here as rootless comping does on the harmony side.

♫ Listen

Dave Brubeck Quartet — “Someday My Prince Will Come” (Dave Digs Disney, 1957): the recording that brought the tune into jazz — Brubeck states the A section with crisp, unhurried touch, setting the template every later waltz version answers to.
Bill Evans Trio — “Someday My Prince Will Come” (Portrait in Jazz, 1959/60): Evans reharmonizes the B section with elegant rootless voicings while Scott LaFaro’s bass responds to every pitch shift in real time rather than just marking time.
Miles Davis — “Someday My Prince Will Come” (Someday My Prince Will Come, 1961): listen for Wynton Kelly’s light, slightly-ahead-of-the-beat piano solo, then hear how differently John Coltrane’s tenor solo saturates the same waltz pulse.