Misty Chords | Ella Fitzgerald Guitar Lesson

In this guitar lesson, you’ll learn how to play Misty by Ella Fitzgerald using chords, TAB, lyrics, chord charts, chord progression analysis, and iReal Pro backing tracks!

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Chords + Lyrics | Misty


Intro

| Bbmaj7 Cm7 | Dm7 Gm7 |
| Gm9 Gm7 Gm | Cm7 F7 |

Verse 1

| Bbmaj7 (Bbmaj9) | Fm7 Bb7 | Ebmaj7 |
Look at me, I’m as helpless as a kitten up a tree.
| Ebm7 Ab7 | Bbmaj7 Gm7 |
And I feel like I’m clingin’ to a cloud, I can’t understand.
| Cm7 F7 | Bbmaj7 Cm7 | C#7 F#6 |
I get misty just holding your hand.

Verse 2 (key change)

| Bmaj7 (Bmaj9) | F#m7 B7 | Emaj7 |
Walk my way, and a thousand violins begin to play.
| Em7 A7 | Bmaj7 G#m7 |
Or it might be the sound of your hello, that music I hear.
| C#m7 F#7 | B6 (D7 C#m7 C7) | B6 |
I get misty the moment you’re near.

Bridge

| F#m F#mmaj7 |
Can’t you see that you’re leading me on?
| F#m7 B7b9 | Emaj7 B6 | Emaj7 C#9 Fdim7 |
And it’s just what I want you to do.
| A#13 |
Don’t you notice how hopelessly I’m lost.
| A#13 G#m7 | F#13 | Bmaj7 G#m7 C#m7 F#7 |
That’s why I’m following you.

Verse 3

| Bmaj7 (Bmaj9) | F#m7 B7 | Emaj7 |
On my own, when I wander through this wonderland alone.
| Em7 A7 | Bmaj7 G#m7 |
Never knowing my right foot from my left. My hat from my glove.
| C#m7 F#7 | F#7 | D#m7 G#7 |
I’m too misty and too much in love.

Outro

| C#m7 | C#m9 | C7 | N.C | Bmaj7 |
Too misty and too much in love.


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Misty Backing Tracks | Chord Analysis


Above, you’ll find backing tracks to use when learning Misty. Rather than using stem separation to extract the guitar as I usually do, this backing track in two keys was created using iReal Pro.

After studying the chords and TAB, use my backing tracks to prepare for playing this tune with a band.


Chord Progressions – What’s Going On?

Let’s analyse the chords in Misty using Roman Numerals to determine the key.

There are two main indicators of a key, both involving pairs of chords a tone apart. If the pair consists of two minor chords, it suggests a II – III relationship, meaning the key is based on the tonic below them. If the pair consists of two major chords, they form a IV – V relationship, confirming the key.

Intro

Looking at the intro chords of Misty, we see Cm7 and Dm7, which suggests the key is Bb major, since Cm7 is II and Dm7 is III.

| Bbmaj7 (I) Cm7 (II) | Dm7 (III) Gm7 (VI) |
| Gm9 Gm7 Gm | Cm7 (II) F7 (V) |

From here, Cm7 – F7 forms a II – V, while the Gm chords function as VI.

Verse

Armed with this information, we can now analyse the verse chords:

| Bbmaj7 (I) | Fm7 Bb7 | Ebmaj7 |
| Ebm7 Ab7 | Bbmaj7 (I) Gm7 (VI) |
| Cm7 (II) F7 (V) | Bbmaj7 (I) Cm7 (II) | C#7 F#6 |

A few interesting harmonic shifts occur here:

  • Fm7 – Bb7 – Ebmaj7 is a II – V – I in the key of Eb.
  • The Ebmaj7 then moves to Ebm7 – Ab7, forming another II – V, now leading towards Db.
  • After this, we return to Bb major.
  • The final bar (C#7 – F#6) suggests a temporary modulation, acting as a IIx – V leading into a new key—where the next verse starts in B major.

If you check a real book, it likely won’t include the modulation from Bb to B that Ella Fitzgerald used in her version.

I’ve designed some TAB for how to play Ella’s chords on a single guitar, it’s available further down this guitar lesson.

Bridge

Let’s examine the bridge, which begins on F#m.

Compare the opening movement to other songs with chromatic motion over a minor chord, such as My Funny Valentine and Ain’t No Mountain High Enough. While they aren’t identical, comparing them will sharpen your ear.

Here are the bridge chords:

| F#m F#mmaj7 | F#m7 B7b9 |
| Emaj7 B6 | Emaj7 C#9 Fdim7 |
| A#13 | A#13 G#m7 |
| F#13 | Bmaj7 G#m7 C#m7 F#7 |

First, we briefly shift perspective as if in the key of E (originally IV, making this a modal interchange).

| F#m (II) → F#mmaj7 (IImmaj7) |
This starts on II, with the maj7 adding tension and leading into the next chords.

| F#m7 (II) → B7b9 (V) |
A standard II – V progression, with the altered b9 creating a stronger pull towards resolution—either to I in E or IV if we still consider B the home key.

| Emaj7 → B6 | Emaj7 → C#9 → Fdim7 |
Emaj7 – B6 plays with the idea of E as the tonic (I in E, or IV – I if we still relate it to B).

The C#9 – Fdim7 (a VIx – bII°7 motion) builds tension before the next section.

| A#13 → G#m7 | F#13 |
A#13 functions as a chromatic dominant, adding colour before resolving to G#m7 (III).

F#13 (V) acts as a dominant, pushing back toward B being I.

| Bmaj7 → G#m7 → C#m7 → F#7 |
A classic I – III – VI – V turnaround, reinforcing the tonic-dominant relationship before returning to the main progression.

This bridge is harmonically rich, using secondary dominants, chromatic substitutions, and smooth voice leading to create movement.

Having analysed the Roman Numerals and worked through the TAB, the chord chart below is all you need. I’ve included the key change here—most people don’t start in Bb and modulate for verse 2; they simply begin in B.

Here’s the chord chart:


Misty chord chart.

Misty Chord Chart | PDF + iReal Pro Download


If you’d like to download the chord chart for Misty as Ella played it, here’s a PDF: Misty chord chart PDF.

This chart was created using iReal Pro—here’s the iReal Pro file: Misty iReal Pro. With the iReal Pro app, you can easily change the key.

Want to play it like most people do? Transpose Misty to Eb and skip the key change altogether.


Misty | TAB


A lot can be learned by adapting a piano part into a guitar arrangement. I’ve transcribed the introverse 1, and bridge for you below.

Let’s start with the intro. Below is the TAB—play along with the original recording and take your time.

Misty chords and TAB. intro.

We’re in the key of Bb here, moving I – II – III – VI. Play some extensions over chord VI and finish with a II – V.

The small circles above the triplets indicate to “play short.” I haven’t transcribed all the piano licks, just a few key ones.

Misty TAB: Verse 1

We’re still in the key of Bb. If you’re playing with a band, you may not modulate as Ella does at the end of this verse. Here’s the TAB for you.

Misty chords and TAB. verse.

Analysis of the Chords (Two bars each):

  • Bars 1 and 2 – The Bbmaj7 uses the 9th as a little lick answering the vocal. The Fm7 – Bb7 forms a IIV progression leading to the Ebmaj7. We haven’t changed the key yet.
  • Bars 3 and 4 – The Ebmaj7 is chord IV, approached by a IIV. When it changes to Ebm7, it becomes a IVm. The subsequent Ab7 is a “backdoor IIV” leading to Bbmaj7. The Ab7 functions as a bVIIx.
  • Bars 5 and 6 – This forms the IVIIIV progression.
  • Bars 7 and 8 – This starts as III. The C#7 to F#7 progression is a IIxV in a new key of B. We’ve modulated to the key of B, which will be confirmed in the next verse.

Most bands wouldn’t modulate like this; it’s a unique feature of Ella Fitzgerald’s arrangement.

Use what you’ve learned so far to play verse 2 in the new key.

Here’s the bridge TAB.

Misty chords and TAB. bridge.

Misty TAB: Bridge

We’ve moved to the key of E (or A). The F#m with its extensions serves as either chord II or VI. Decide whether you hear the F#m as Aeolian or Dorian.

The B7b9 resolves to Emaj7, which could be chord I in E or chord IV in B. Decide whether you think E sounds Ionian or Lydian.

B6 is functionally the same as Emaj7 with its 5th in the bass. C#9 is essentially Emaj7/C#Fdim7 is a passing chord.

A#13 is a highly tense dominant chord, which doesn’t fit into either E or A major. G#m7 leads to another tension chord, F#13.

At first, this may feel like continued tension, but as the final bar arrives with a quick Bmaj7 (I) – G#m7 (VI) – C#m7 (II) – F#7 (V), we get a harmonic release, revealing that F#13 was just a V chord.

Misty’s chord progressions are an excellent study in Jazz harmony. The more you play it, experiment with variations, and, most importantly, explore other similar jazz tunes, the more you’ll understand it.

Don’t fall into the trap of focusing too much on theory without playing!


The jazz standard that inspired a Clint Eastwood movie

There are several important versions of Misty worth exploring. The original instrumental, recorded by Erroll Garner in 1955, set the foundation.

The first vocal version came in 1959, performed by Johnny Mathis. His rendition charted and helped popularise the song.

However, Misty became even more famous through two female jazz legends—Sarah Vaughan (1959) and Ella Fitzgerald (1960)—each putting their own stamp on it.

More recently, in 2023, rising jazz artist Laufey released her own interpretation, adding a fresh take to this classic.

Of all these versions, it’s perhaps Ella Fitzgerald’s that has endured the most, which is why the chords, lyrics, and backing tracks above follow her arrangement. Collectively, these renditions have solidified Misty as a true jazz standard.

While Clint Eastwood is best known for his Westerns and Dirty Harry films, his directorial debut, Play Misty for Me (1971), is one of his finest works.

The film follows a late-night radio DJ (played by Eastwood) who repeatedly receives requests from a female caller to play Misty. After meeting her in a bar, they have a brief affair—only for her to turn into an obsessive stalker.

A lifelong jazz fan, Eastwood often incorporated the genre into his films. Play Misty for Me was just the beginning—his 1988 film Bird is a tribute to saxophone legend Charlie Parker.


Misty Chords: Continue Learning


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Five similar tunes | Chords + Lyrics

When you can play Misty's chords, try these five tunes from the songbook.