Stella By Starlight is arguably one of the most popular jazz standards of all time. As one of the most commonly called “workhorse” songs on gigs and jam sessions, this is a must-know tune for jazz musicians.

“Stella,” written by Victor Young, was featured in the 1944 film The Uninvited. Ned Washington later set lyrics to it in 1946. This iconic song has been recorded and performed by many of jazz’s greatest artists including Ella Fitzgerald, Miles Davis, Bill Evans, Keith Jarrett, and Chet Baker, so there are a lot of great recordings out there to check out. Also a highly flexible tune, Stella can be played as a ballad, at medium tempos, at fast tempos, as a straight-8th tune, and it can even be morphed into odd meters.

As has been mentioned on LJS before, Stella is a harmonically complex and challenging tune, and by learning it you will greatly expand your horizons and vocabulary as an improviser.

Stella is especially helpful to learn because it gives you the opportunity to try out 3 crucial different approaches to improvising over a tune. After walking through the process for learning and analyzing this song, we’ll tackle these 3 different approaches to soloing over Stella:

1) Using guide-tones

2) Taking advantage of all the melodic minor scale.

3) Using different triad pairs

Let’s start by making sure we know the tune and its form well, and then we’ll tackle the 3 approaches mentioned above to help us maximize our creativity as we improvise over Stella.

Here I’ll be looking at“Stella in its most commonly played key, Bb Major (concert).

Learning the Tune

  1. Listen

First, locate a good recording of the song and listen to it many times. Each time listen for something different. Start by focusing on the melody (and lyrics if present), then zero in on the harmony, the bass movement, the drums, the solos, etc. one after another until you are very familiar with that recording.

  1. Learn

Next, learn to sing the melody of the tune by ear (don’t worry if it’s not perfectly in tune!). Then learn the melody by ear on your instrument by carefully copying what you hear from the recording.

Take your time and really focus on the details of the performance you’ve chosen to learn the song from. Pay close attention to the phrasing, timing, and subtle nuances of the artist’s melodic interpretation of the tune.

Finally, learn the harmony by ear (and refer to a lead sheet only to check your work or if you get seriously stuck). Learn the changes by finding out by ear what notes the bassist plays on the downbeats of each measure first (they’re almost always the roots of the chord progression), then try slowly arpeggiating the chords and playing the scales that sound like they fit best with the harmony you hear on the recording.

  1. Analyze and Reinforce

The best way to learn jazz standards is to break them down and learn them in units, linking the melody with the harmony. Psychologists and pedagogical experts have labeled this approach “chunking” since you slice up the material into bite-sized informational chunks that are easily digestible. It’s also useful to think about the key center(s) of a given tune and to relate the harmonic/melodic/formal chunks you’re studying to each other and to the overall form of the tune.

Here’s a link to the lead sheet with the chord changes for reference to help guide you through the material below.

And here’s a link to LJS’s play-along for Stella.

Analyzing the Form

Notice how Stella has a 32-bar form divided into 4 smaller 8-bar phrases like many other jazz standards, but Stella is also unique in that it doesn’t follow either of the two most common song forms: it’s not AABA like a “rhythm changes” tune or a song such as Take the ‘A’ Train, and it’s not ABAB (or the common variants on this such as ABA’B’ or ABAC, etc.) like Beautiful Love for example. Stella is best analyzed as following an ABCA’ form, where A’ (“A prime”) is a variation or alteration of the first A.

Let’s look at the key centers and harmonic relationships of “Stella.” Here is an analysis of the form using roman numerals for those of you who are visual learners:

Improvising Over “Stella”

Approach # 1: Using Guide-tones

Guide-tones are key pitches in the chords that strongly identify and outline the changing harmonies of a tune. Guide-tones can be roots and 5ths, 3rds and 7ths, or any combination of these pitches and notes chosen from the extensions of the chords, such as 9ths, 11ths, and 13ths.

There are countless options for selecting effective guide-tones for any given song. To use guide-tones, pick out the notes that most clearly outline the harmony for your ears, practice them by themselves as whole notes, half notes, and/or quarter notes, then use them as a skeleton or framework to start building more complex melodies around by adding and subtracting pitches, filling in the melodic spaces, and varying the rhythms.

Since the roots and 5ths are most likely covered by the bassist, 3rds and 7ths are usually the strongest starting places to build a solid guide-tone line for a tune like Stella. Here’s a basic guide-tone melody (the “skeleton” or “frame”) for Stella followed by an example of a full-blown improvised melody based on the same guide-tone line:

Approach # 2: Maximizing Melodic Minor Scales

As mentioned above, Stella features opportunities where you can practice all of the common uses of the melodic minor scale in a jazz context. Let’s review these applications of melodic minor scales and point them out in Stella.

Melodic minor scales are most commonly used in jazz:

1) On “tonic” I minor chords or static minor chords.

When a minor chord isn’t the II- chord in a II-V-I, you can probably use the tonic melodic minor scale. One opportunity to use a tonic melodic minor scale in Stella occurs in bars 19-20 where you can play C melodic minor over the C-7 chord since it’s a relatively static chord that isn’t part of a II-V-I.  You can also use a tonic I melodic minor in bars 11 and 19-20. Note that the melodic minor scale doesn’t work as effectively over the II- chord in a II-V-I because you end up with the wrong type of 7th. For a II-V-I you want the flatted 7th for better voice leading.

2) On II-7(b5) chords.

II-7(b5) chords and II(half diminished 7) chords can be approached using the 6th mode of melodic minor. For example, for E-7(b5) you can play G melodic minor  (E is the 6th scale degree of G melodic minor). II-7(b5) chords which are candidates for this use of the melodic minor scale appear in measures 1, 10, 14, 15, 25, 27, and 29 of Stella.

3) On V7(alt.) chords.

The iconic “altered” scale is the seventh mode of melodic minor – for example Bb melodic minor played starting from A over A7(b9, b13) – which appears in bars 2, 10, 14, 26 of Stella. V7 and especially V7(b9) chords [or any V7’s with alterations other than the V7(natural 13)] are candidates for the altered scale, and in Stella these happen all over the place: in measures 2, 10, 14, 16, 17-18, 26, 28, and 30.

4) On dominant 7th chords

Especially dominant 7th (#11) chords – which often don’t resolve up a 4th or down a 5th, which is what they would do if they were part of a V-I progression. The scale to use in this case is the 4th mode of melodic minor, meaning if C melodic minor is your root, F7(#11) is the dominant 7th chord over which you can play C melodic minor starting from F (F is the 4th scale degree of C). The obvious spots to use the melodic minor scale over a dominant 7 (#11) in Stella are over the F7 in bar 4 (use C melodic minor from F here) and over the Ab7(#11) chord in measure 21-22 (the melodic minor scale you’d use here is Eb melodic minor).

Here’s a visual of all of the spots you can use melodic minor in Stella, with other modes used when it makes sense to do so:

Approach # 3: Using Triad Pairs

Triad pairs are exactly what they sound like: a pair of triads (usually but not always major triads) that you can use over a given chord or chord progression. Triad pairs are effective tools because they limit your note choices in a way that forces you to be creative and breaks you out of a scale-based approach to melodic improvisation. They also often lead to ear-grabbing and melodically strong statements because triads are such clear and common melodic structures that abound in Western music.

When using triad pairs, it’s most effective if you stick only to the triads and their inversions, but you can also mix the triads together, which often leaves you with a pentatonic scale (if the triads share a common note) or hexatonic scale (or perhaps even a 4-note scale if your triads have 2 common tones between them).

Here’s a visual of the sets of triad pairs you can try out over Stella:

Stella by Starlight is a fascinating tune and there is so much to be learned about music and improvisation from studying it. I hope you’ll dig in deep and apply some of these concepts to your playing. Happy practicing!

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Josiah Boornazian is an award-winning saxophonist, composer, and educator currently active in New York City, Miami, California, and Washington state. Josiah has performed with a wide variety of artists including Jimmy Heath, John Faddis, Mark Farina, Dave Liebman, Diane Schuur, Dave Grusin, Arturo Sandoval, Ignacio Berroa, the New York Voices, Tom Scott, Cyrille Aimee, Dafnis Prieto, Gonzalo Rubalcaba, Shelly Berg, Chris Potter, Drew Gress, David Binney, Wayne Krantz, Tom Scott, Ari Hoenig, Dan Weiss, John Escreet, Jacob Sacks, Fima Ephron, Jonathan Crayford, Obed Calvaire, Will Vinson, Matt Brewer, Ben Wendel, Eivind Opsvik, Ferenc Nemeth, Alan Ferber, John Daversa, Donny McCaslin, and the Gil Evans Orchestra. Josiah holds a Master of Arts degree in music from the City University of New York's City College campus and a Bachelor of Music degree from California State University, Northridge. In 2016, Josiah, who has taught on faculty at the City College of New York and given masterclasses at various colleges and high schools in California and Washington, began pursuing a Doctor of Musical Arts degree at the University of Miami's prestigious Frost School of Music as a Henry Mancini Fellow. Josiah also teaches at the Frost School part-time as a graduate assistant. In 2017, Josiah's ensemble was selected to participate in the Bucharest International Jazz Competition and he was awarded a Björn Bärnheim Research Fellowship at the Hogan Jazz Archive during the 2017-2018 academic year. For more information, please visit


  1. Thanks for a great lesson! I like all the different viewpoints and analysis. I play guitar and it's nice to not have TAB notation wasting space. I've been working on single note soloing for…many, many years ,and the best insights I've gotten are from horn players.

    I'm puzzled by the D natural in measure 21 of the guide tone approach. The chord is a Ab7sus4 so I expected a Db. On some of the other examples the chord is a #11 which makes sense, then.

    This lesson will keep me busy for a long time.