“When I Fall in Love” was composed by Victor Young with lyrics by Edward Heyman for the 1952 film One Minute to Zero. Nat King Cole’s recording made it a classic, and it’s been recorded by Miles Davis, Bill Evans, Celine Dion and countless others.
The form is a 32-bar ABAC, usually in Eb major. The harmony is lush, with ii-V progressions and secondary dominants supporting a tender melody.
For improvisation, stay lyrical and close to the melody. Use guide tones to outline the harmony. Miles’s version on Steamin’ is a model of tender, muted trumpet playing.
Practice at a slow ballad tempo. Learn the melody from Nat King Cole’s version.
Section by section: the opening phrase rises gently, so match it with a soft, lyrical tone and long notes. The middle section moves through ii-V progressions; outline each chord’s third and seventh with smooth voice leading. The final section reaches the emotional peak of the song; build your solo toward that moment and then let it settle. Miles Davis’s muted trumpet version on Steamin’ is a perfect example of saying a lot with very few notes.
Practice tip: sing the melody along with Nat King Cole’s version, paying attention to where he breathes. Then play it on your instrument, breathing or pausing in the same places. This makes your phrasing sound natural and vocal.
Getting the most from the When I Fall in Love Lead Sheet PDF: start by reading the chord symbols without your instrument and humming the roots. Then circle any chord you can’t yet voice or arpeggiate, and make those your warm-up for the week before you play the whole form.
Is it hard to play? It’s beginner to intermediate. Recordings to study: Nat King Cole and Miles Davis’s Steamin’. Learn more about the composer on Victor Young’s Wikipedia page, and find more romantic ballads on Minedit.