There'll Be Some Changes Made


"There'll Be Some Changes Made" is a popular song by Benton Overstreet and Billy Higgins. Published in 1921, the song has flourished in several genres, particularly jazz. The song has endured for as many years as a jazz standard. According to the online The Jazz Discography, "Changes" had been recorded 404 times as of May 2018. The song and its record debut were revolutionary, in that the songwriters, the owners of Black Swan, the opera singer for whom the label was named, and the musicians on the recording led by Fletcher Henderson, were all African American. The production is identified by historians as a notable part of the Harlem Renaissance.

History and popularity milestones

1920s

The debut recording with Ethel Waters was recorded on Black Swan Records and rapidly became a hit. Her rendition features the rarely-heard 6-bar instrumental intro, followed by her singing the 1st verse, then her singing the 1st chorus, then instruments playing 8 bars of the chorus, finishing with her singing the 1st chorus.
Variety magazine, in a fifty-year commemorative issue, included Ethel Waters' recording in its "Hit Parade of a Half-Century " list for 1923. A 1924 recording by Marion Harris helped establish it as a standard. Other artists with notable recordings during the 1920s include Josie Miles, Sophie Tucker, and the Chicago Rhythm Kings. In jazz discography, which does not include the recordings of Marion Harris or Sophie Tucker, there were 11 recordings of the song during the 1920s.

1930s

Standout recordings from the 1930s include Fats Waller, Pee Wee Russell's Rhythmakers, and Benny Goodman and His Orchestra. In jazz discography, there were 17 recordings of the song during the 1930s, including double takes by Benny Carter and His Swing Quintet, Pee Wee Russell's Rhythmakers, Benny Goodman And His Orchestra, and Eddie Condon And His Chicagoans.

1940s

1941 was not a good year for newly published popular music. According to a January 31, 1942, Billboard article, ASCAP members claimed only 2 of the top 13 sellers in sheet music. Five of the remaining 11 were revivals, one of which was "There'll Be Some Changes Made." The 1941 film, Play Girl, gave new life to the song. In 1941, Benny Goodman's 1939 version became a Billboard No. 1 Hit for 4 weeks and peaked at No. 2 on Your Hit Parade. In 1961, BMI published a list, "All-Time Hit Songs, Broadcast Music, Inc., 1940–1960," in Billboard. "There'll Be Some Changes Made" was among the 17 songs listed for 1947. In jazz discography, there were 60 recordings of the song during the 1940s.
Notable recordings from the 1940s include Vaughn Monroe and His Orchestra, and Peggy Lee.

1950s

In early 1959, Billie Holiday did three sessions with Ray Ellis and orchestra for MGM Records in New York: March 3, 4, and 11. She recorded "Changes" in the final session. That session turned out to be the last studio session of her life. She died later — on July 17. The album — released under various titles, notably, Last Recording — was posthumously released.
In jazz discography, there were 42 recordings of "Changes" during the 1950s.

1960s – current

Notable artists who recorded "Changes" include Jaki Byard, and Tony Bennett.

Western swing and country western

Outside of jazz, in western swing, Bob Wills recorded it in 1937. In country music, Chet Atkins and Mark Knopfler recorded — on their 1990 Grammy award winning album Neck and Neck — a parody version that references the Dire Straits song "Money for Nothing"

Selected videography, filmography, and stage

Feature films
Shorts

  1. Ethel Waters, accompanied by Her Jazz Masters

    Trumpet, trombone, Garvin Bushell, possibly Charlie Jackson, Fletcher Henderson

    Recorded around August 1921, New York



    Black Swan 2021

    Matrix P147-1

  2. Josie Miles

    With the Choo Choo Jazzers

    Josie Miles, Bob Fuller, Louis Hooper

    Recorded circa December 1924, New York City

    Ajax 17087

    Matrix 31749
  3. Sophie Tucker

    Recorded September 3, 1927



    Matrix W81314-B

    Okeh 40921

  4. Chicago Rhythm Kings

    Red McKenzie, Muggsy Spanier, Frank Teschmacher, Mezz Mezzrow, Joe Sullivan, Eddie Condon, James W. Lanigan , Gene Krupa

    Recorded April 6, 1928, Chicago

    Brunswick 4001

    Re-release: Classic Jazz Masters 31

  5. Boswell Sisters

    Mannie Klein, Tommy Dorsey, Jimmy Dorsey, Babe Russin, Martha Boswell, Eddie Lang, Artie Bernstein, Stan King :de:Stan King|

    Recorded March 21, 1932, New York City



    Matrix: 11543-A

    Brunswick 6291

  6. Roy Newman :de:Roy Newman| and His Boys

    Recorded October 1, 1935, Dallas

    Roy Newman, Jim Boyd , Earl Brown, Ish Erwin, Holly Horton , Walter Kirks, Randall "Buddy" Neal, Thurman Neal

    Matrix: DAL-196-1

    Vocalion 03325
  7. Bob Wills

    Recorded June 1937, Dallas

    03902 Vocalion



    Matrix DAL 244-1

  8. Benny Goodman

    Louise Tobin, vocalist

    Arrangement by Fletcher Henderson

    Recorded August 10, 1939, Los Angeles



    Columbia 35210

    Matrix LA-1947-A



  9. Eddie Condon

    and His Chicagoans



    Max Kaminsky, Brad Gowans, Pee Wee Russell, Bud Freeman, Joe Sullivan, Eddie Condon, Clyde Newcombe, Dave Tough

    Recorded August 11, 1939, New York City

    Matrix – 66072-A: "There'll Be Some Changes Made"

    Matrix – 66072-B: "There'll Be Some Changes Made"

    66072-A: Decca 18041

    66072-B: Meritt 11



  10. Art Tatum

    Recorded live July 26 or 27, 1941, at Gee-Haw Stables, New York City

    Art Tatum, Chocolate Williams

    Ollie Potter



    Onyx ORI205

    Track 8 of 8



  11. Vaughn Monroe and His Orchestra

    Recorded January 13, 1941



    Marylin Duke

    Bobby Nichols

    Bluebird B-11025-A

    Side A

  12. Peggy Lee

    With Frank de Vol's Orchestra

    Recorded August 14, 1947, Los Angeles



    Matrix:

    Capitol 15001-B

  13. Hy-Lo Trio

    78 rpm album:

    Old Tyme Favourites

    Recorded around 1948, Boston

    Vinnie "Jimmy Cal" Calderone

    Angelo Boncore



    Side B, Track 3

    Label:

    Crystal-Tone

    Re-issue:

    Family Library of Recorded Music



    1007-B

  14. Dinah Washington

    On the album:

    Dinah!

    Recorded November 11, 1955, Los Angeles

    Hal Mooney, arranger

    Accompanied by Maynard Ferguson, Conrad Gozzo, Ray Linn, Mannie Klein ; Tommy Pederson, Frank Rosolino, Si Zentner ; Herb Geller, Skeets Herfurt ; Georgie Auld, Babe Russin ; Chuck Gentry ; Wynton Kelly ; Al Hendrickson :de:Al Hendrickson| ; Keter Betts ; Jimmy Cobb ; Harold "Hal" Mooney

    Matrix 12401-4

    EmArcy MG36065

  15. Soundtrack

    From the 1957 film

    Designing Woman

    Album title:
    Miss Dolores Gray:

    Legendary Star of Stage and Screen

    '

    Blue Pear Records 1014

  16. Billie Holiday

    Billie Holiday With Ray Ellis And His Orchestra

    Accompanied by Harry "Sweets" Edison, Joe Wilder, Billy Byers, Al Cohn, Danny Bank, Hank Jones, Barry Galbraith, Milt Hinton, Osie Johnson, Ray Ellis

    Recorded March 11, 1959



    59XY445: "There'll Be Some Changes Made"

    MGM SE-3764

    Verve 2304120

  17. Dave Brubeck

    Brubeck and Rushing

    Recorded January 29, 1960, New York City



    Paul Desmond, Dave Brubeck, Eugene Wright, Joe Morello, Jimmy Rushing

    Matrix: CO64697

    Columbia CL1553

  18. Julie London

    Whatever Julie Wants

    With orchestra

    Felix Slatkin

    Recorded in Hollywood,
    c., July 1961

    Track B5: "There'll Be Some Changes Made"



    Liberty LST 7192 US

    Liberty LRP 3192 Australia

    7" Reel, 4tr, Stereo, Album, Liberty LT 7192 US

    Promo, Whi, Liberty LRP 3192 US

    Longon HA-G 2405 UK

  19. Jackie Gleason

    Recorded 1961; released 1962

    Jackie Gleason's Lover's Portfolio

    Capitol SWBO-1619

    2 LPs

    Track B1

  20. Tony Bennett

    On the album:

    Life Is Beautiful

    Arranged by Torrie Zito

    Recorded 1975



    Tony Bennett, Torrie Zito, John Guiffrida, Chuck Hughes, and orchestra

    Improv 7112

  21. Soundtrack

    Recorded March 22, 1976, A & R Recording, New York

    Original Broadway Cast from:

    Bubbling Brown Sugar

    H&L HL-69011-698

    Act 2, Scene 3

    Track B4

    Josephine Premice, vocalist



    Amherst Records AMH 3310

  22. Soundtrack

    London Cast from:

    Bubbling Brown Sugar

    Act 2, Scene 3

    Released 1977

    Elaine Delmar, vocalist

    H&L HL-69011-698



    Pye

  23. Duke Ellington Orchestra

    Mercer Ellington, director

    Bruce Miller, arranger

    A Tribute To Ethel Waters

    Recorded 1978, Hollywood



    Diahann Carroll

    Orinda ORC4000

  24. Chet Atkins and Mark Knopfler
    Neck and Neck

    Released October 9, 1990



    Columbia

  25. Celebrating Mildred Bailey and Red Norvo

    Recorded April 21, 22, 23, 1996, Doppler Studios, Atlanta



    Audiophile ACD-295

    Daryl Sherman, Randy Sandke, Randy Reinhart, Bobby Gordon :de:Bobby Gordon|, John Cocuzzi, Mark Shane, James Chirillo, Greg Cohen, Joe Ascione

  26. Soundtrack

    Woody Allen's 1999 film

    Sweet and Lowdown

    Byron Stripling, Ken Peplowski, Dick Hyman, Howard Alden, Bucky Pizzarelli, Kelly Friesen, Ted Sommer

    Recorded in Hollywood, 1999

    Track 5: "There'll Be Some Changes Made"

    Sony Classical SK89019

  27. Scott Hamilton

    Live in Bern: Scott Hamilton & Jeff Hamilton Trio''

    Live at Marian's Jazzroom, Bern, Switzerland, May 18, 2014



    Scott Hamilton, Tamir Hendelman, Christoph Luty, Jeff Hamilton

    Track 7: "There'll Be Some Changes Made"

    Capri 74139-2

; Unreleased recordings

  1. Duke Ellington and his Orchestra

    Live: June 1, 1957, Sunset Ballroom

    Near Carrolltown, Pennsylvania

    Shorty Baker, Quentin Jackson, Russell Procope, Duke Ellington, Joe Benjamin, Sam Woodyard
; Notes on the Tatum recording

Selected rollography (player pianos)


  1. MelOdee 1257

    Melodee Music Co., Inc.
  2. QRS 7389

    February 1941

    Fats Waller, piano roll artist
  3. QRS Word Roll 8316

    J. Lawrence Cook, piano roll artist

  4. Aeolian 1741

    J. Lawrence Cook, piano roll artist

Copyrights

; Original copyright
; Subsequent copyrights
; 5 additional choruses by Wilson & Ringle
; Arrangements and renewals
; International versions / editions


; Catalog of Copyright Entries, Part 3 Musical Compositions, New Series, Library of Congress, Copyright Office


; Catalog of Copyright Entries, Third Series, Renewal Registrations-Music, Library of Congress, Copyright Office

Sheet music covers

Edward B. Marks Corporation was the publisher of "There'll Be Some Changes Made." The sheet music cover design, artwork by Irving Politzer, featured portraits of performers who had recorded the song. Those appearing on covers include Marion Harris, Ruth Etting, and Benny Goodman.

Subtitle on some sheet music covers

Some sheet music covers, even 1st editions, included the subtitle, in parentheses, "Philosophic Blues."