Barry Harris Harmony Jazz Theory reharmonisation Standards

The truth about Stella

#jazz #harmony #analysis #jazzstandards

You may have looked at the standard, Stella By Starlight, and wondered what horrors lurk beneath those chords. This article is a deep dive into various versions to explain what is going on.

If you find this article useful, please like and share. For more, see my link tree.

The song, written in 1944 by Victor Young as horror film music for The Uninvited (A composer and his sister discover that the reason they are able to purchase a beautiful gothic seacoast mansion very cheaply is the house’s unsavory past). He also wrote Ghost of a Chance, My Foolish Heart and Beautiful Love. But this is by far the most sophisticated of the song he wrote which became jazz standards.

It is 32 bars long as is most common for jazz standards, but it is ‘through composed’ meaning every section is different, so I call the form ABCD (8-8-8-8). There is little of the usual repetition found in AABA or ABAC songs.

We’ll look at the song in Bb major, as it is most commonly played and seen in jazz real books. Here is my playlist of recordings of this song to compare.

In the beginning …

As usual, I don’t have the original sheet music to refer to, but I do have Spotify, YouTube and an internet connection, so I set out to find the earliest recording I could and transcribe the changes. It was the Frank Sinatra recording in the key of G from 1947, arranged by his musical director, Axel Stordahl. I show those chord changes here transposed to Bb for ease of comparison with other versions.

The melody is much more modern than most jazz standards.

  • It contains a lot of suspensions so that the melody does not directly fit the chords underneath until it resolves (eg B section bars 1 and 5).
  • It does not finish on the tonic. So, there less of a feeling of conclusion than usual.
  • There are a lot of chord extensions emphasised by the melody (eg maj 7, 9, 11). See the C section in particular.

And the harmony is more modern than most jazz standards. The tonic chord is not stated until bar 9. The chords for each 8-bar section are all different.

The A section

The first chord is Bb dim7 or chord I dim7 and lasts for two bars. This is a common sub for chord I in major keys and adds tension and I’ve written about that before. It works particularly well here becasue the melody note (A) is the major 7 — a very pretty sound. It is also the same notes as bIII dim7 which beautifully voiceleads to a cadence home (II V I).

However, the second chord (bar 3) is F7 (V) and also lasts for two bars. The third chord is Bb7 (V7/IV), also two bars and in bar 7, we arrive at Eb (IV). And then in bar 8 there is an overrun to Ab7 (bVII7) which acts as a ‘backdoor’ dominant to Bb (I) to begin the B section.

So, the original harmony of the A section is really quite simple. Just five chords in 8 bars; it would be relatively easy to play in other keys without writing it out.

If we break the F7 and Bb7 down into II-V pairs (C-7 F7; F-7 Bb7), we keep the bebop police happy and there is no impact on the functional harmony. This also would allow the bIII dim7 to II move described above. And the result is pretty much what you would find in any real book for this tune. Except for the first chord.

Perhaps diminished chords were considered more difficult to analyse than other chord qualities because it it not obvious that they belong to a particular key. Let the meddling begin! If you don’t have a bunch of different things to play on a diminished chord and that chord lasts for two bars and the tempo is slow, you are in trouble. But if you substitute the diminished chord for a dominant 7b9 chord, you can break that dominant 7 chord down into a minor II-V pair, soloing over the changes is easier and bebop police won’t come a callin’.

Bud Powell and Barry Harris played Bb dim7. But most jazz artists since the time of Miles Davis play the Eø A7b9, including Bill Evans and Keith Jarrett. So, I am not with Barry Harris to insist that it is wrong. Things move on, but it is incumbent on the student to understand where the chords come from and how to connect them smoothly.

But something beautiful in the original composition has been lost. The extremely pretty A melody note as major 7 against Bb dim7 has become 11 against E-7b5 (quite cool) but a mere root against A7b9. Meh …

Harmonic regions

In jazz standards in major keys, we expect tunes to make frequent borrowings from keys IV and V as well as all three relative minors.

This is because they are the closest keys on cycle of fifths and, therefore, have the least different keys signatures:

  • I: Bb; G- (two flats)
  • IV: Eb; C- (three flats)
  • V: F; D- (one flat)

Stella By Starlight harmony does visit all of these harmonic regions, albeit briefly.

My spirits were slightly lifted by listening to the Erroll Garner recording from the late 60s/early 70s where he actually plays a major II-V (E-11 A13). He has smashed us into the key of D for the first two bars, four keys sharper round the key cycle. This harmony is so bad it is good!

Was it deliberate or did he not know what he was doing? All I know is he avoids all m7b5 chords except one (A-7b5 in the B section) in the whole piece, so something was going on. The obvious advantage is that soloing is even easier. Maybe this is part of his secret of sounding so happy on everything? And it is such a relief after trying to mimick Bill Evans perfect harmony and voiceleading.

Melodic minor harmony

One question that arises about the substitution of Bb dim7 with A7b9 is, why pick that chord, rather than one of the other three options that share the notes of Bb dim7 (C7b9, Eb7b9, Gb7b9). One answer might be that A7 imples Dm (1 flat), just one key away from Bb major (2 flats) on the key cycle (see above) whereas C7b9 imples Fm (4 flats), Eb7b9 implies Abm (7 flats), Gb7b9 (F#7b9) implies Bm (2 sharps).

However, I think a more compelling reason is that melodic minor harmony was being used in jazz at the time of this Miles Davis group reharmonisation. Bear with me, we need to take a bit of a detour.

It was a different way of thinking about harmony. Rather than using modal mixture (aka modal interchange) to borrow from modes with the same root as the key of the song, you pick the chord quality that you are wanting and then use the meodic minor (key) it appears in to determine how to play it.

The melodic minor scale (ascending) is used because it contains several useful chords that appear in jazz standards a lot and are not available in major harmony:

  • I: m(maj7)
  • II: 7sus(b9)
  • III: maj7(#5)
  • IV: 7(#11)
  • The chord on degree V is not generally used.
  • VI: m7b5(#9)
  • VII: 7(alt)

It was a new way of thinking and takes a while to get to grips with, but has a massive payback. Notice that there are different kinds of dominant 7 chords on three of the scale degrees, which is super useful. There are no avoid notes in melodic minor harmony, so it can be a lot easier to use than conventional harmony. This is the direction in which contemporary jazz went and Mark Levine’s excellent Jazz Piano book describes that aspect of contemporary American jazz very well.

But back to the opening of Stella. Of the four possible dominant chords, why A7b9 to replace Bb dim7? I think it is because it is chord VII of Bb melodic minor which means it can be treated as an ‘Altered’ chord. The difference between Bb melodic minor and Bb major is just a single flat (Db rather than D natural), which makes it feel super close.

I don’t know who did the reharmonisation of Stella for the Miles Davis recording, but I bet they were thinking melodic minor harmony.

Applying the same logic to the preceding E-7b5 chord, using the list of chord types above, we have to use the melodic minor where E is the root of chord VI: G melodic minor. This has one flat (Bb) and one sharp (F#) and so feels a bit more remote. But nontheless, we hear pianists such as Bill Evans and Keith Jarrett treating their opening chord like this (with Bb and F# in their voicings.) It’s the modern way. Just don’t tell Barry Harris.

Other chords in Stella which would be ideal for this treatment are:

  • Eb-(maj7): Use Eb melodic minor.
  • G7+: if treated as G7(alt) could make use of Ab melodic minor.
  • Eb7(#11): treat as Bb melodic minor.
  • A-7b5: could be treated as C melodic minor.
  • D7b9: could be treated as D7(alt) and therefore Eb melodic minor.

The B section

In this section we see a couple of minor plagal cadences (IVm I) in the original. Something else that the bebop police felt is necessary to replace in order to make everything II-V based. As an aside, the chord progressions V I and IVm Im are negative harmony reflections of each other and therefore resolve equally well in terms of classical voiceleading.

Bars 2-3 in the Frank Sinatra arrangement would be G-6 to D-7. Usually replaced with E-7b5 A7b9 | D-7. Note that Barry Harris often says, the beboppers thought of E-7b5 as G-6 with the 6 in the bass. So it is the A7 that is the interloper here!

Bars 4-5 in the Sinatra arangement have Bb-6 to F/C. This is IVm I in the key of F. It feels like the song has modulated by stealth (Stella Stellar Stealth?) to key V.

So far we have seen harmony in Bb, Eb, D- and F. Four of the six related keys. The A-7b5 D7b9 below is from G-, so we are just looking for harmony from the key of C- to complete the set.

The bebop police don’t like inversions and we know they don’t like minor plagal cadences, so what do they play here. Well a backdoor cadence is the answer. Bb-6 sounds like a rootless Eb9 so it works well if we sub Eb7 (bVII7) here. So, real books usually have Eb7 F at this point.

Bar 6 is Bb dim7 (which sounds like a rootless C7b9) in the Sinatra arrangement dropping down to the A-7b5 in bar 7.

However, some elegant versions of Stella replace the bar 4 approach to F with something more subtle and then have a turnaround in F before moving on:

  • B-7b5 Bb-6 |
  • F/A D-7 | G-7 C7 | A-7b5 | D7b9 ||

The D7 acts like a pivot chord acting as both V7/II in F and V7/III in Bb.

Others still (eg Miles Davis, My Funny Valentine album) replace bar 6’s Bb dim7 with E-7b5 A7b9, the chords they use at the beginning of sections A and D to replace the diminished chords.

The C section

This section feels like a bridge to me. It is not clear cut, but it is contrasting in as much as the harmonic rhythm returns to one chord every two bars. Also, the melody is largely focused on extensions on main beats and sustained, rather than chord notes:

  • Bar 1 G7: Eb = b13
  • Bar 3 C-7: F – = 11
  • Bar 5 Eb-: D = maj7
  • Bar 7 Bb: C = 9

The C section starts with a surprise G7+ where we are expecting a G-7. The G7 makes a chain of dominants with the preceding D7 and propels us towards C-7 as a V7/II in Bb. Or you could argue that this is the V I in C- we were waiting for.

And the home key of Bb is confirmed with the last two chords of this section Eb-(maj7) Bb/D (IVm I). As we know by now, the bebop police don’t like minor plagal cadences, so that replace the Eb- chords with Ab7#11 making it another backdoor cadence.

There is a reason that the original chord at the end of the C section is Bb/D. It’s voiceleading using the bass part into the first chord of the final section.

It is common for jazz players to briefly play chord I dim7 as a suspension of the harmony on the last chord of the C section. It is a nod the the original chord at the beginning of the A and D sections and it sounds great with the C melody note being the maj 9 of Bb dim7. Remember, the extensions to a dim7 chord come from the dim7 chord a semitone below.

The D section

Sometimes the form of Stella is said to be ABCA. The first two bars of the D section are the same as the A section, so it feels like the longed-for reprise the listner is expecting, but 75% of the section is new.

The Sinatra arrangement has Db dim7 in bar 1 leading to Bb dim7 in bar 2. So, effectively the same chord as the beggining of the A section. The Db root allow for good voiceleading from the preceding Bb/D.

Bar 3 in the Sinatra arrangement is Ab7 acting as sub V7/VI followed by G7 in bar 4 acting as V7/II, setting up a chain of dominants heading towards the final II V I cadence we expect at the end of most jazz standards (although the II chord signals minor harmony with C-7b5 to acommodate the Gb in the melody).

The beboppers prefer to make the whole last eight bars a sequence of II-Vs. So, the Sinatra arrangement chords are changed as in the table below:

Original: Db dim7Bbdim7Ab7G7C-7b5F7Bb%
Sideslip:E-7b5 A7b9 Eb-7 Ab7D-7 G7Db-7 Gb7C-7 F7Bb%

The third row of the table shows how side-slipping can be introduced resulting in chromatic II-V pairs from bar 3 to bar 6. Back to Erroll Garner’s avoidance of minor II-Vs. You can see how he accomodated the Gb melody note in bar 5 by using the Db-7 Gb7 reharmonisation.

From the trailer for The Uninvited, 1944.

Main take aways

Layers of understanding need to be built up. This is a complex tune and not one for jazz beginners to start with.

Melody matters. There are a lot of suspensions in this melody and you need to understand how to accommodate these in the accompaniment.

There are many reasons why we might make changes to the chords of a song:

  • Making it easier to improvise over by making the chords a common jazz progression where a less common one exists.
  • Making a conventional chord progression more interesting to listen to.
  • Making the melody a more interesting note against the chord.

This last point does not apply so much to Stella because the melody already is placed on interesting notes of the chords.

Converting minor plagal cadences to cadences using dominant chords is common in jazz probably because the dominant chord is the most flexible and provides for the maximum possibilities when harmonising and improvising:

  • IVm Im becomes IIø V7b9 Im.
  • IVm I becomes bVII7 I.

Melodic Minor Harmony is a very different way of thinking. It is used a lot in contemporary jazz and so worth getting your head round. But don’t forget traditional harmony which is the foundation of jazz.

If you have found this article useful, please like and share. For more, see my link tree.

By jaelliott24

Jazz musician, author and teacher.

7 replies on “The truth about Stella”

Fantastic post, John, thanks!

Some time ago, hypothesizing that the substitution of the Idim at the start with a minor ii-V was introduced by Bill Evans, I had a look at the Bill Evans Fakebook and couldn’t find a dim chord in his own compositions.

Great analysis as always, John. With regards to the first chord (Bb dim 7th), is there any reason for the choice to substitute it with E-7b5-A7b9?

Hypothetically, and without diving too deeply into the malleability of diminished chords, a diminished 7th can stand for any of four dominant 7 flat 9 chords (for Bb – A, C, Eb, F#). As such, Miles could have chosen any of four minor ii-Vs related these four aforementioned dominant chords as a substitute for the diminished I chord.

For my part, when trying this at the piano, I can quickly dismiss the the Bb-7b5-Eb7b9 and C#-7b5-F#7b9 progressions as clashing far too much with the melody. However, the last alternative, G-7b5-C7b9, sounds pretty good, with the A melody note becoming the natural 9 for the G chord and 13th for the C chord, arguably a more interesting melody. It would also lead to a symmetric series of ii-Vs descending by fourths over the course of the A section.

My long-winded question is this – why was the ii-V in the key of d minor chosen over the ii-V in f minor? Is is as simple as the harmonic region analysis you provided above (one flat as compared with four flats)? Was it simply a matter of personal choice? Any additional analysis/explanation would be appreciated.


Thanks Jack. I like your thinking. But I think something else was going on at that time. Melodic Minor harmony was emerging.

I’ve added a subsection to the article in “The A Section” to explain.

Leave a Reply

Fill in your details below or click an icon to log in: Logo

You are commenting using your account. Log Out /  Change )

Google photo

You are commenting using your Google account. Log Out /  Change )

Twitter picture

You are commenting using your Twitter account. Log Out /  Change )

Facebook photo

You are commenting using your Facebook account. Log Out /  Change )

Connecting to %s