Alice in Wonderland

Sammy Fain wrote this waltz for Disney in 1951 and jazz pianists took it over within a few years. The Alice in Wonderland chords here are a long chorus — two strains of thirty-two bars, sixty-four in all — in C at 120 in three, with the melody and two bars of CMaj7 to close. The backing track follows that chart, and both the tempo and the key can be moved; the tune is usually played slower than this.

Who wrote "Alice in Wonderland"

The music is Sammy Fain's and the lyric Bob Hilliard's. It is the title song of Walt Disney's animated Alice in Wonderland, released in 1951, and it is heard over the opening and closing titles, sung by the Jud Conlon Chorus with the Mellomen. Fain had a long career in Hollywood and won two Academy Awards for other songs; this one was not written as a jazz piece at all, and it became one because pianists found that a waltz with these changes is an unusually good vehicle. It remains under copyright.

Recordings that made it a standard

• The Jud Conlon Chorus with the Mellomen, from the film (1951) — the original, sung in close harmony over the titles. It is worth hearing once to know how far the jazz versions travelled from it.
• Dave Brubeck, Dave Digs Disney (1957) — the record that started it. Brubeck made a whole album of Disney tunes and this was the one other musicians picked up.
• Bill Evans Trio, Sunday at the Village Vanguard (1961) — eight and a half minutes, recorded on 25 June with Scott LaFaro and Paul Motian, eleven days before LaFaro was killed. The bass and piano trade the lead continuously. This is the performance the tune is now measured against.
• Oscar Peterson — Peterson kept it in his book for years and played it faster and more squarely than Evans did, which suits the waltz and is worth hearing as a contrast.

The changes

Sixty-four bars of three, which is long, written as two strains of thirty-two. Each strain is a sixteen-bar phrase said twice, and within each the two sayings differ only in their last two bars — the first turns the form on, the second comes to rest.

The tune does not begin on its tonic. Dm7 and G7 come first and CMaj7 arrives in the third bar, followed by FMaj7 — a plain ii-V-I-IV, which is the ground the whole piece is built on. Then Bm7b5 to E7 into Am7 is a minor ii-V to the relative minor, and Eb7 in the eighth bar is the first thing that is not diatonic: read it as a substitute for A7, leaning into Dm7 from a half step above.

The second strain opens out. Dm7b5 replaces Dm7 twice — the second degree made half-diminished, which darkens a phrase that has been major all the way through. F#m7 to B7b9 is a ii-V into Em7, the only place the piece leaves C properly. Then the last four bars are a rocking figure: Dm7 against A7, twice, and then Dm7 with Ab7 before G7. That Ab7 does the same job Eb7 did earlier, approaching the dominant from a half step above.

Nothing here is difficult to read, and that is the point — it is a tune for playing long lines over rather than for negotiating. The difficulty is the length. Sixty-four bars of waltz is a great deal of form to keep track of, and every sixteen-bar phrase begins identically, so it is easy to lose which one you are in. Learn where Dm7b5 first appears: that bar is the only reliable landmark.