Fly Me to the Moon Walking Bass Line
Bart Howard wrote Fly Me to the Moon in 1954 as a slow waltz called In Other Words. Quincy Jones arranged it in 4/4 for Count Basie's band in 1963 and again for Frank Sinatra and Basie in 1964. For a bass player, it's a clinic in roots moving by fourths: the first seven bars run Am7, Dm7, G7, Cmaj7, Fmaj7, Bm7b5, E7, one root for every note of the C major scale. Below you'll find the changes bar by bar in C and a walking line to play through them.
Turn the bass off and it's your gig: the piano and drums keep going and you walk the line. The band counts you in with one bar of hi-hat.
Recorded upright bass, grand piano and a jazz drum kit play the line. Tab is for 4-string bass in standard tuning.
The changes
Charts disagree on bars 11 and 12. We use the iReal Pro chart from its Jazz 1460 playlist, Cmaj7 F7 | Em7 A7, a turnaround with a IV7 and a VI7 that Learn Jazz Standards' chord analysis also describes. Jazzadvice's chart and Learn Jazz Standards' printed lead sheet simplify those bars to Cmaj7 | A7. All three charts write the E7 in bars 7, 16, 23 and 32 as E7b9; we show it as plain E7. iReal Pro ends on C6, and Learn Jazz Standards' lead sheet holds Cmaj7 through the last two bars instead of the Bm7b5 E7 turnaround.
How this line works
- The root lands on beat 1 of 31 of the 38 chord changes, so the harmony is clear. The rest start on the 3rd or 5th, which keeps the line from sounding like a list of roots.
- 37 of the 37 chord changes are approached by a half step or a whole step, so every new chord arrives smoothly instead of by a jump.
- Non-chord tones sit on the weak beats: 19 on beat 2 and 4 on beat 4. That's where passing and chromatic notes sound intentional instead of wrong.
- No note repeats back to back. A repeated note is the quickest way to make a walking line sound stiff.
What Fly Me to the Moon teaches you
- The diatonic cycle: bars 1 to 7 go Am7, Dm7, G7, Cmaj7, Fmaj7, Bm7b5, E7, and each root is a fourth above the last (F to B is the one augmented fourth). That's all seven notes of the C major scale as roots, in order, so every bar hands your line a new target.
- Major and minor ii-Vs: Dm7 G7 Cmaj7 is a ii-V-I in C, and Bm7b5 E7 Am7 is a ii-V-i in A minor, its relative minor. E7's 3rd, G#, is the note that makes the minor ii-V sound, and it pulls up a half step to A.
- A secondary dominant: in bar 8, Am7 turns into A7 halfway through the bar. The C# in A7 leads up a half step to the D of Dm7 in bar 9.
- Two beats per chord: in bars 8, 11, 12, 16, 24 and 32 there are two chords in the bar, so you've got room for one chord tone and one approach note per chord, and that's it.
- The last eight bars take a new route home: bars 27 and 28 give Em7 and A7 a full bar each, so the roots walk E, A, D, G into the final Cmaj7.
How to practice it
- Hear the form first. Turn the bass off and play just the root of each chord along with the band until you never lose your place.
- Read the line slowly. Set the tempo around 80 and play the written line with the drums. Slow is the fast way here.
- Loop the hard spots. Turn on Loop, find the four bars that trip you up, and play them until they feel like the easy ones.
- Make it yours. Keep beat 1 of every bar, but change the approach note on beat 4. A half step above, a half step below, a whole step: each one changes the color of the arrival.
- Play it with the record. Put on one of the versions below and play along. That's where the time feel gets into your hands.
Want to build your own lines on these changes? Try the free Walking Line Builder and practice with the click on 2 and 4.
Recordings to hear
- Count Basie, This Time by Basie (1963), with Buddy Catlett on bass.
- Frank Sinatra and Count Basie, It Might as Well Be Swing (1964), with Buddy Catlett on bass.
- Oscar Peterson Trio, The Oscar Peterson Trio Plays (1964), with Ray Brown on bass.
Fly Me to the Moon: questions
What key is Fly Me to the Moon in?
C major. The iReal Pro, Learn Jazz Standards and Jazzadvice charts are all in C. It starts on Am7, the vi chord, and doesn't reach Cmaj7 until bar 4, so don't let the minor opening throw you.
What's the form of Fly Me to the Moon?
It's 32 bars in ABAC form, and the two 16-bar halves are nearly the same. Bars 17 to 24 repeat bars 1 to 8, and the C section only differs from B in bars 27 and 28, where Em7 and A7 get a full bar each. Some charts just label it as two 16-bar sections.
Was Fly Me to the Moon written in 3/4?
Yes. Bart Howard wrote it as a slow waltz in 1954, under the title In Other Words. Quincy Jones's arrangements for Count Basie and for Frank Sinatra put it in 4/4, and that's how jazz players swing it now. The line on this page is in 4/4 at a medium swing, 120 bpm.
Your next step
This page gives you one line to study. These courses teach you to build your own, on the bass you play.
The 7-Day Walking Bass Breakthrough
Cole DavisWalk through any jazz tune with lines that move, swing, and never repeat themselves.
- Walk through any ii-V-I, major or minor.
- Solve the two-bar problem on static modal tunes.
- Never repeat yourself two bars in a row.
Walking Basslines on Upright Bass from the Beginning
Cole DavisFive lessons from “my walking lines don't sound like the records” to professional-grade walking.
- The chord first: the 1-3-5-7, where every great bass line starts.
- The master move: changing the order of the notes, bar by bar, on an F blues.
- The three questions every bass line has to pass, then the whole method on Autumn Leaves.
Not sure which course fits? Answer a few questions and we'll point you to one.