Standards · 1936

The Way You Look Tonight chords & key

Key
F major
Form
AAB
Bars
48
Groove
Up-tempo swing
Time signature
4/4
Year
1936

“The Way You Look Tonight” is a jazz standard by Jerome Kern from 1936. Most bands play it in F major, up-tempo swing; the tune runs 48 bars in AAB form. Harmonically it contains 14 major ii–V–I cadences, uses 14 different chords and moves between the key centres F major, A♭ major and B♭ major. In this atlas it appears on 15 album tracks.

Chord changes

Showing in: Concert (C) — F major

A
Fmaj7
Dm7
Gm7
C7
Fmaj7
D7
Gm7
C7
Cm7
F7
B♭maj7
Gm7C7
F6Dm7
Gm7C7
F6Dm7
1.
Gm7C7
2.
B♭m7E♭7
B
A♭maj7
F7
B♭m7
E♭7
A♭maj7
Fm7
B♭m7
E♭7
A♭maj7
F7
B♭m7
E♭7
A♭maj7
D♭maj7
Gm7
C7
⊕
Gm7
C7
F6Dm7
Gm7C7

Changes as commonly played (concert pitch). Your band's version may differ.

Harmonic analysis

14Major ii–V–I
0Minor ii–V–i
18ii–V moves
0Tritone substitutions
0Dominant chains
14Different chords

Most used chords

  • Gm7×12
  • C7×12
  • Dm7×7
  • F6×5
  • Fmaj7×4
  • F7×4

Key centres reached by ii–V

F major, A♭ major and B♭ major

History

"The Way You Look To-night" is a song from the film Swing Time that was performed by Fred Astaire and composed by Jerome Kern with lyrics written by Dorothy Fields. It won the Academy Award for Best Original Song in 1936. Fields remarked, "The first time Jerry played that melody for me I went out and started to cry. The release absolutely killed me. I couldn't stop, it was so beautiful." In the movie, Astaire sang "The Way You Look To-night" to Ginger Rogers while she was washing her hair in an adjacent room. Astaire's recording was a top seller in 1936. Other versions that year were by Guy Lombardo and Teddy Wilson with Billie Holiday. In June 2026, CBS News included the song in its list of the 250 essential American songs of the past 250 years.

Read the full article on Wikipedia ↗ · From Wikipedia, the free encyclopedia (CC BY-SA 4.0)

Recorded on these albums

Historic 78 rpm recordings

  • The Way You Look Tonight The Keynoters · Kern · Fields · Willie Smith · "Lord Calvert" · Red… · 1946 archive.org ↗
  • THE WAY YOU LOOK TONIGHT PAUL SMITH QUARTET · Paul Smith · Tony Rizzi · Norm Seelig · Alvin… · 1950 archive.org ↗

Standards with similar changes

Similarity of the chord progression, independent of key.

TitleComposerKeyFormGroove
Long Ago And Far Away 32% Jerome Kern F major ABAC · 32 Up-tempo swing
Among My Souvenirs 29% Horatio Nicholls E♭ major AABA · 33 Ballad
Here's That Rainy Day 29% Jimmy Van-Heusen G major ABAC · 32 Ballad
If I Knew Then (What I Know Now) 27% Jurgens-Howard E♭ major AB · 32 Medium swing
All At Once You Love Her 26% Rodgers-Hammerstein F major AABC · 40 Medium swing
Jeepers Creepers 26% Harry Warren B♭ major AABA · 34 Medium swing
Why Do I Love You? 25% Jerome Kern A♭ major AA · 32 Medium swing
Fools Rush In 24% Rube Bloom C major ABAC · 32 Slow swing

Frequently asked questions

What key is The Way You Look Tonight in?

The Way You Look Tonight is usually played in F major. For B♭ instruments that is G major, for E♭ instruments D major.

Who wrote The Way You Look Tonight?

The Way You Look Tonight was written by Jerome Kern (1936).

What is the form of The Way You Look Tonight?

The Way You Look Tonight has 3 sections (AAB) with 48 bars in total.

How fast is The Way You Look Tonight played?

The usual groove is Up-tempo swing.

What are the chord changes to The Way You Look Tonight?

The opening bars are Fmaj7 | Dm7 | Gm7 | C7. The full chart above can be transposed to any key.