Tackle Some Jazzy Chords with this Ukulele Version of the Gershwin Classic “Someone to Watch Over Me”
BY FRED SOKOLOW | FROM THE SUMMER 2026 ISSUE OF UKULELE MAGAZINE
Many popular songs from the 1920s to the 1950s have become jazz standards, often referred to collectively as the “Great American Songbook.” Playing them chord-melody style is one of my favorite things to do on the little lamb chop, as Cliff Edwards called his ukulele—it’s a very complete use of the instrument. Here we’ll look at a chord-melody arrangement of the classic tune “Someone to Watch Over Me,” along with a few ideas for approaching it.
George and Ira Gershwin wrote this song for the 1926 Broadway musical Oh, Kay!. It was the centerpiece of the show, and when Gertrude Lawrence sang it to a rag doll, it became a showstopper—literally,as the audience made her repeat it again and again.
Since then, “Someone to Watch Over Me” has become a standard, appearing in countless movies and TV shows and recorded by hundreds of singers. If you’re not familiar with it, Frank Sinatra’s 1945 version is a great example of his early balladeering. Ella Fitzgerald’s 1959 recording is also a good place to start. Willie Nelson sang it on his 1978 album Stardust, and Linda Ronstadt recorded a beautiful version a few years later on What’s New (1983).
Originally conceived as a fast dance number, the song took on its familiar form when George Gershwin began playing it as a ballad and the brothers realized it sounded better that way. It has been performed as a ballad ever since—so learn it and play it at a slow tempo. That lyrical, spacious quality also makes it especially well-suited to a chord-melody approach on ukulele, where it works beautifully as an instrumental without losing its essence, even when played entirely on the first five frets.
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In a chord-melody arrangement, you play the chords and melody at the same time, with the melody on the highest note of each chord so it stands out clearly. You don’t need a chord for every melody note, as long as each chord change is heard. Most arrangements also include filler chords that keep the rhythm flowing but don’t carry the melody (like those at the end of bars 2–4)—play these more softly.
Before working through the arrangement, watch the accompanying video to familiarize yourself with the piece. Even if you already know the tune, it helps to hear the arrangement first; having it in your ear makes it easier to learn and memorize. Then try strumming the chords and singing along before turning to the notation.
“Someone to Watch Over Me” follows the 32-bar AABA form: the A section is played twice, followed by the B section (or bridge), and then another A section. Once you learn the A section, you’ll know nearly three quarters of the song.
This arrangement includes some jazz chords that may be unfamiliar: Fm6, E7#5, Bb9, and others. You may want to study and practice these shapes—adding them to your chord vocabulary—before tackling the tune. Jazz standards often use chords like these either because the color tones are part of the melody or simply to add variety.
If you already have some arrangements like this under your belt, here’s a strong addition to your repertoire. If you don’t, this tune is a great place to begin exploring chord-melody playing.
