Someone To Watch Over Me
- Appears on: Come Explore With Me
- Composer: George Gershwin
- Lyricist: Ira Gershwin
- Year Written: 1926
I first learned Someone to Watch Over Me straight from two of my favorite interpretations — one by Frank Sinatra and another by Willie Nelson. I was chasing a specific timbre of voice, imagining a delivery that combined the tenderness of Sinatra with the unhurried phrasing of Nelson. But when I sat down to record it, no matter where I modulated the key, my voice wouldn’t cooperate in the way I had hoped.
Rather than force the original melody, I took the harmonic foundation from George and Ira Gershwin’s classic chord sequence and let myself improvise a new vocal line — one that felt natural in my own voice. This improvised melody stuck. I learned it, refined it, and that’s the codified version we worked on for the album. I also sing higher on this song than I do on any of the other songs. To get that kind of sound from my voice I couldn’t stay in the relaxed lower register. That’s probably why I didn’t feel it worked when I tried to sing it straight.
Craig Levy’s production played a huge role in shaping the final track. He added exquisite percussion textures, mixed the arrangement to highlight the interplay between my guitar and vocal, and suggested subtle backup falsettos that give the chorus a soft shimmer.
There’s one intentional quirk: in the B section, I deliberately drop a beat. After recording the vocal, I edited the measure to make the phrasing land exactly how I wanted. It’s a subtle shift that tightens the feel and supports the vocal’s emotional arc. Most listeners won’t consciously notice, but it makes the song deceptively hard to replicate in a live setting.
The song originated in the 1926 musical Oh, Kay! — a show that may not have endured like the song itself but sounded like an absolute riot in its time. I’ve yet to find a way to see it performed in full, but its legacy survives in this ballad, now a jazz standard recorded by hundreds of artists over the decades.
On Come Explore With Me, my version serves as a bridge between the brighter, uptempo material (like Side By Side) and the more introspective ballads. It’s a nod to tradition while also asserting my own melodic instincts.
Listen to Someone to Watch Over Me:
ChordPro Reference
{title:Someone to Watch Over Me}
{subtitle:George and Ira Gershwin}
[C]There's a sombody I'm [D]longing to [G#-]see, [C/G]I hope that [F#-]she [F-]turns out to [A7]be [Dm]someone to [Am]watch [F]o- [G7]ver [C]me.[Fmaj7][G7]
[C]I'm a little lamb who's [D]lost in the [G#-]wood, [C/G]I know I [F#-]could [F-]always be [E7]good [Dm]to one who'll [Am]watch [Dm7]o- [G7]ver [C]me.[C7]Although I
[F]may not be the man some girls [Fm]think of as [C]handsome to [B7]her heart I [E7]carry the [A7]key.[D7][Fmaj7][G7][C]Won't you tell her please to
[D]put on some [G#-]speed [C/G]follow my [F#-]lead, [F-]oh, how I [E7]need [Dm]someone to [Am]watch [Dm7]o- [G7]ver [C]me.[Dm7][Db9][Cmaj7]
{tag: 1926}
{tag: George & Ira Gershwin}A Song With a Long Life
Someone to Watch Over Me was written by George and Ira Gershwin for the 1926 musical Oh, Kay! — a Prohibition-era comedy about rumrunners, mistaken identity, and romantic entanglements. The show itself has faded from memory, but the song survived the decades, recorded by Ella Fitzgerald, Sarah Vaughan, Amy Winehouse, and countless others. Its gentle plea — to find someone who will protect and care for you — is universal.
The original sheet music paints it as a tender ballad, often performed at a slow tempo. Over the years, singers have treated it as everything from a torch song to a lullaby. My arrangement keeps a conversational pace, like a private confession set to music.
