In the song "I'll See You In My Dreams", there is a chord progression that I really love. I'm wondering if there is a "best" way to analyze one of the chords.

The song is in the key of F Major, and the chorus has a chord progression that goes: D7 A7 Dm Bb Bbm F

So the last chords would be V7/vi - vi - IV - iv - I.

The chord I'm wondering about is that D7, since it doesn't resolve like a secondary dominant would. Would this chord still be considered a V/ii even though it doesn't resolve? Is this an unresolved secondary dominant? I can't think of a better explanation for this chord.

The melody line over the D7 chord is Eb-D-C-A, which are notes from G minor, leading me to further think that V/ii might be a good analysis.

I'd like to hear any thoughts anyone has on this. Thanks in advance!

Link to the song (this progression occurs at 1:30):

3 Answers 3


I'll agree with piiperi's answer that the surprise is the A7 chord (as OP suggested in the failure of the D7 to resolve properly), but otherwise I'd analyze the whole thing a bit differently. In particular, I'd say the A7 is actually what makes the song interesting -- what raised it from the pedestrian and turned it into a jazz standard. Perhaps not that specific chord (as different arrangements of this song do it a little differently), but the harmonic surprise in that moment.

This is a pretty standard 32-bar chorus with a half cadence at the end of bar 16. (See the lead sheet in dmb's answer.) I bring that up because the lead-up to the half cadence is through D7 to G7 to C7. Very typical circle-of-fifths motion.

That creates an expectation that the final cadence may follow a similar pattern (as it does in a multitude of songs). When the D7 (actually a D7b9) arrives midway through the second phrase, most listeners will expect to somehow go through D7 to G7 to C7 to F and conclude. That would be the standard "boring" way to end this song.

And the melody hints at first that it's trying to do that. Starting at the D7, we begin a melodic sequence: Eb-D-C is mirrored with A-G-F in the next two bars. If this were a boring normal song, you might harmonize this with D7b9 under the Eb-D-C, then some sort of G9 under A-G-F to make a nice circle-of-fifths sequence. Then the melody might continue down to finish off the 8 bars something like:

  • mm. 25-26: Eb-D-C-D (chord D7b9)
  • mm. 27-28: A-G-F-D (chord G9)
  • mm. 29-30: C-E-G-A (chord C7) (melody altered from original)
  • mm. 31-32: F (chord F)

That would create a very standard circle of fifths motion that would parallel what happened in the first half of the chorus. (Note those aren't the most inventive chord choices: just trying to show the basic outline of the progression.)

But that would be like any run-of-the-mill song. Isham Jones was brighter than that, though. He decided to make this ending interesting. So instead of a standard circle-of-fifths turnaround, he must have thought, "Hey, let's bring back the opening motive to make a less standard approach to the cadence." And that's what you see in the final four bars. The opening melodic motive returns (D-F-G-A), except here it finally resolves down to the F tonic.

Well, it's obvious that you can't put that D-F-G-A motive over a standard dominant chord. You also likely would want to hint back to the opening harmony too. So now you have a question: how to get back to that IV chord for the opening motive?

And the answer is by failing to fulfill expectations. You set up the D7 chord, as would be expected at that point in the chorus (again, mirroring the first half of the chorus), and you even enhance it with a flat-9 addition to give it extra punch. It's clearly meant to sound like V7/ii. That would be the obvious chord at that point, and any listener who has heard a hundred jazz songs of that time would find that normal.

But then, Jones throws you for a loop. You have what sounds like a potential melodic sequence (as though you wanted to continue to G7), but instead there is a reharmonization with V/vi to vi. Why? Because it needs to go to IV to set up the opening motive before the final cadence. The harmony leads very well into that. (Note that the original Jones version is actually an even weirder more disruptive progression at that point, but overall it's trying to lead you back to the IV chord so the opening motive can come in.)

The power of dominant seventh chords is that they can pull you any which way, and they can turn on a dime. In this era of jazz and Tin Pan Alley, songs do this all over the place. You don't need to hear the resolution of the dominant seventh to feel the "pull" as dominant. The D7 wants to go to G, but instead of hearing that, you get a new dominant seventh A7 which immediately reorients your ear. The descending G-F as the A7 resolves to D makes such a strong resolution that you soon don't care how you got there. And it sets you up for the final gesture, which mirrors the opening of the chorus.

To my ear, that A7 isn't "duct tape" -- it's the most interesting progression of the entire song. It's the moment when your ear perks up and says, "Woah! What's gonna happen now?!" And the answer is a great final bookend to the chorus.

Could you lead into that A7 more smoothly? Of course. But then it wouldn't have the punch. (And again, note the original versions linked above from Isham Jones in 1924, which have an even stronger denial of the D7 chord's implication.) Composition is about setting up expectations for a listener and then either fulfilling or denying them. When that D7b9 arrives, I guarantee you that most listeners of music at this time would "check out" and say, "Oh, I know how it's going to end. Standard circle of fifths." Except it doesn't.

As to the question of what to label the chord: yes, I'd say it's clearly a V/ii, because that's the chord you'd expect at that point based on the first part of the chorus. But it doesn't resolve as expected. If this were a game of chess, you could annotate the chord sequence thus: V7b9/ii - V7/vi(!?) - vi - IV (!) - iv - V7 - I.

  • 1
    "The power of dominant seventh chords is that they can pull you any which way, and they can turn on a dime. " yes precisely. Yet another great example is After You've Gone (which has a few similarities to this tune). There you have a II7 chord right before the last four bars - but the next chord is a I chord, not the "expected" V. Pivoting around on dom7 chords is a favourite trick of these guys, and the "cycle of fifths" idea rather misses the point. "that A7 isn't duct tape -- it's the most interesting progression of the entire song". Exactly. Great explanation, thank you.
    – danmcb
    Oct 30, 2019 at 4:21
  • 1
    I could never deliberately insert a clear uglification like that in a song. :) I don't want to hear stuff like that, it's just awful. People have weird tastes! :D Oct 30, 2019 at 6:03
  • 1
    Maybe I need to add, I was actually trying to show a smoother and more stereotypical version. I think you need to know basics to understand variations of them. The idea of jazz harmony is, IMO, to take something simple like a straight line from point A to B, and then offset and twist the line to make it less clear what is happening. Add details and obfuscation to a simple thing to make it more interesting. To see the forest from the trees you need to know the basic straight-line plot behind the added twists. I think my "fixed" version could help someone understand other versions. Oct 30, 2019 at 6:53
  • 1
    This is not 50's style "jazz harmony". It is a popular song from the 1920's which became a jazz standard. There are literally countless examples of this kind of sequence from many, many composers, in songs that have been covered by countless artists, including such as Django Reinhardt who clearly loved it enough to record it many times without having any problem with the A7. It may not be to your taste, but I don't think it is reasonable to characterise it as an "uglification". However, you are entitled to your opinion.
    – danmcb
    Oct 30, 2019 at 8:37
  • 1
    @piiperi: I'm not criticizing your "fixed" version. I in fact provided my own "fixed" version by playing with the melody a bit, which is I think more pedestrian and even more stereotypical. As for "uglification," dominant seventh chords that don't resolve and instead are followed by other dominant sevenths that lead somewhere else has been a staple ever since baroque opera recitatives, which are full of them. Romantic period composers did it too, which the composer here learned from. If you think the A7 is ugly harmony, I wonder what you think of the links to the original 1924 version I gave?
    – Athanasius
    Oct 30, 2019 at 21:50

IMO the weird thing about it is not the D7, but the A7. It's clearly going to do a run-of-the-mill Cm6/A - D7 - Gm or G ... but instead of the expected G-based chord, it gives you an A7?? Why... to make an awkward transition to the Dm. I think that's the freaky part, like a third arm on a beauty queen. Maybe the composer or arranger ran out of time, they had a nice-sounding first half up to the D7, and then a nice-sounding last half from the Dm onwards, but they couldn't figure out a way to actually make the parts fit so they just used duct tape and superglue. That's my analysis.

There, I fixed it

If it's the Eb note thing you're not familiar with, it's a very common trick. You know about secondary dominants and you noticed the D7 chord, which would naturally resolve to a G-based chord. The Cm chord there is like a booster rocket for the D7. Secondary dominant on steroids. Secondary subdominant?? That's probably not even a term, I made that up. You know, D7 - Gm would be sort of like pretending for a while that we're in the key of Gm instead of the Dm. It gives some modulation-like vibes. Some people call that "borrowing". What else is there in Gm ... there's Cm! Cm - D7 - Gm would be a very characteristic progression in Gm. And if you want to make the booster rocket even stronger, you make it a minor sixth with the sixth in the bass, A. That way you get more circle-of-fifths/fourths movement, A - D - G. But it's just a short excursion, we haven't really forgotten where home used to be, so an A7 easily gets us back home to Dm. Or at least that's how it should stereotypically go, and that's what my fixed version does.

  • This is an excellent answer and analysis! Thank you very much! Much appreciated! Oct 29, 2019 at 3:03
  • 1
    @Lennon_Ashton Did you understand the trick here? The trick is to do a iv-V-i or ii-V-i movement of G minor "superimposed" on top of a Dm context, and then return to Dm via A7. It's actually a fairly common harmonic motion pattern, but it has been messed up in the arrangement you posted, creating a frankenstein progression. It's as if the girl's hand was stitched directly to her shoulder. ;) Personally, I can't listen to songs like that, I always remember the bad bits and I'm like "at the end of each chorus there's the horrible freak chord... now it comes aaargh". Oct 29, 2019 at 9:37
  • 1
    I'm not really hearing this fix. Over the chord you write as C-/A (i.e. A halfdim) OK, but the bass at that point moves A -> D -> D (down octave) A -> C# -> D. The first part I don't mind Ahalfdim, the next they are playing either F#dim or D7b9 (functionally the same chord) which all basically simplifies nicely to D7. (I don't hear G-) And I don't buy that the composer didn't know what they were at - the idea is clearly to mirror the first 16 bars, but set up the last cadence via the modulation to D-. It all fits simply and beautifully (and has stood the test of time).
    – danmcb
    Oct 29, 2019 at 22:48
  • 1
    (Note the melody on "they will light ..." is coming down the D7b9, or F#dim, ladder nicely, so the b9 or halfdim is a perfectly fine embellishment to the simple D7 as in the chart below. I don't think G- has anything to do with it - the D7 could go there but absolutely doesn't have to. It would be interesting to see the original published chart, but it's probably hard to find now.)
    – danmcb
    Oct 29, 2019 at 22:54
  • 1
    @dmb Feel free to provide your own improved version. ;) IMO the awkward A7 change spoils the OP's example. If you like that - ok! Oct 30, 2019 at 5:58

First off - the song is actually Isham Jones (lyrics Gus Kahn) and the song is a "jazz standard", and a stalwart of the gypsy jazz world (there are a heap of versions by Django and just about every guitarist in that genre knows it).

Here's the Django version.

It dates from 1923, and it is not unusual to see clever and creative chord sequences that don't follow the "usual" analysis in this period. (Think of "Body and Soul" and "Stardust" among many.) This is the start of the absolute golden era of American popular song writing, many agree.

You don't have to be surprised in this era that everything isn't always "cycle of fifths". They loved their dominant harmony, but very often would go off in an unexpected direction to give texture and originality to the song. For purpose of analysis, I would actually see the 8 bars starting with the D7 as being generally in D, but it begins on a dominant harmony, and then simply surprises you by going (via A7) back to the relative D-. it's major-minor, if you will.

What this unexpected false-cadence to the minor does is give a strong feeling that we are headed to the end cadence (good old IV followed by IV-, some versions give the Bdim instead). It also contrasts the second half of the song nicely with the first half (which does follow the cycle as expected - wouldn't it be a drag if the two halves were the same?)

If you look into songs like After You've Gone, Out Of Nowhere and so on you will see this kind of thing happen plenty. Here's one from the opening of Hoagy Carmichael's "Georgia" (written here in C)

|C |E7 |A- C7 |F F- | ... etc

See? I to III7 makes you think we are going to roll around the old cycle track - but Hoagy is better than that. He takes us back where we don't expect (in this case again via relative minor), why? Because it sounds great and makes the song a bit different. It seems to have worked.

These guys and girls really knew their game. They often took their cue from the great romantic composers, and they knew how to be original and musical without being deliberately odd or "different" sounding. Often the way they did it was so artful that you don't even notice until you really study the song. It's just there.

Just because songs sometime can be analysed as cycle of fifths, doesn't mean they have to be.

(By the way I never heard this rather tender down tempo version before -I like it. Nice to hear the verse.)

EDIT : below is a scan of the lead sheet from the well worn Django Fake Book, the only chart I can find. (I think the song is PD now.) Django Reinhardt "See You In My Dreams" on YouTube

  • 1
    This is a wonderful analysis and an excellent answer! Thanks very much! I greatly appreciate it! Lots of interesting information! Oct 30, 2019 at 1:06
  • 1
    you're most welcome!
    – danmcb
    Oct 30, 2019 at 11:02

Your Answer

By clicking “Post Your Answer”, you agree to our terms of service, privacy policy and cookie policy

Not the answer you're looking for? Browse other questions tagged or ask your own question.