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Copyright 2008 JazzPianoLessons.com
877-742-6618
Autumn Leaves
(with improv analysis)

This entire first measure only uses chord tones


from the A-7 chord. By starting on the upbeat of
beat one, I start off my solo with some "lift".
A-7

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D7
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D7 chord tones, but
arpeggiates up to the 9th
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G^7

GMaj9 arpeggio starting on the 3rd,


then walking down the scale. Still just
using chord tones & tensions.
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C^7#11
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Added the #11 because it is a nice tension
on Maj7 chords. Notice this is all C Maj scale
with the exception of the #11.
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5

All based on the F# Locrian scale which is


a G Maj scale starting on F#.
The notes of F# Locrian are: F#-G-A-B-C-D-E-F#.
Started the line with a chord arpeggio.
F#-7b5
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There has been a lot of eighth-note motion in
the solo up till now so I am resting the ears by
holding out the C which is the flatted 9th.
The LH chord has a #9 in it which adds a nice
tension to the flat 9 in the solo.
B7b9
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7

A lot of rest in the solo. Let the LH


take over and propell the solo into
the next section. Remember to utilize
the LH in your solo.
Notice the E-7 chord is a E min triad with
the 11th added. 11 sounds great on minor chords.
E-7
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I added this chord. E-7 is written for two measures, but
the Bb7alt here is a Sub-V resolution to the A-7. 'Alt'
means that you'll find b9, #9, b13 or any combination in the
chord and can use the Bb altered scale: Bb-B-C#-D-E-
F#-G#-Bb. The last 3 notes are an approach to the
'A' in measure 9.
Bb7alt
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What is interesting about these two measures is not the notes, but the rhythm and motif. Notice I am
starting with a simple 1-2-3-5 pattern on A-7, but then I just raised the top note. The last note, 'A' I chose
because it falls nicely down to the 'G' in measure 11. Also notice the rhythmic groupings. By grouping the
notes like this, the first note accents (shown with X's) fall on 1 - 4 - 2 (of the next measure).
Group 2 is also an example of over-the-barline phrasing because it goes over the barline.
A-7

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Copyright 2008 JazzPianoLessons.com
877-742-6618
11

This measure is all GMaj scale with the exception


of the note C#. Notes, 2,3 and 4 (F#, C# and E) are
an approach to the 'D'. Using approaches is a great
way to add tension to a line that might otherwise
remain diatonic only using the GMaj scale.
G^7
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I knew I wanted to hit 'F#' in meausre 13 so I did
another approach by adding the 'Ab'. Once again,
this is all CMaj scale -except- for the Ab. The
Ab - G - F# (next measure) would be considered
a DOUBLE CHROMATIC. The target is F# and I
am resolving down to F# from two (double) chromatic
notes from above.
C^7#11
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13

This measure only uses 2 chord tones (F# and C)


which are the root and flatted 5th. The 'B' is the 11th
which is an available tension on -7b5 chords.
Notice the first beat, F# ends the phrase that started
on beat 3 in measure 10. I start the next phrase on
an upbeat (the 'ba' of beat 2) to give the next phrase
more "lift".
F#-7b5
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When you see a dominant 7th chord, you should


think "Major scale with a flatted 7th." This creates
a mixolydian scale. The flat 9 should also get
you thinking 'C' becuase 'C' is the flatted 9th.
Also notice the shape of the line. See how I start
by going down, then up, then down. This "weaving"
motion creates interest in the line.
B7b9
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15

Do not be afraid of rest! I purposfully ended the melodic line and added a lot of space. Granted,
I could add a few more notes here, but I like the dramatic effect of a lot of space. Only the LH keeps
the pulse of the song going. This loss of momentum in the solo gives you the opportunity to "ramp up"
the solo in the measures to come. Too often, students play everything they know within the first 12 measures!
Remember to keep some "tricks" up your sleeve for later in the solo.
E-7

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Copyright 2008 JazzPianoLessons.com
877-742-6618
17

Here is another 9th apreggio. The only non-chord tone


is the 'G' which is the flat 9. The 'G' is part of the Locrian
scale and serves as a -passing tone- between the 'A' and
the 'F#'.
F#-7b5

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This measure uses -only- the B7 chord. The first
phrase is a B7 chord in 3rd inversion. Next, I
go to a B7 chord in 2nd inversion. By apreggiating
block chords and their inversions, many interesting
melodic lines can be created.
B7
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The LH is pedalling the fifth of the E-7 ii-V-i. By hitting on 2+4, there is a natural tension that is created
by avoiding the downbeats. The downbeat is now 'implied' and the 2+4 pushes the solo forward. After a
point of melodic and rhythmic rest in measures 15-16, this pedal point now "ramps up" the solo
and sparks some interest.
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19

Just using chord tones here and passing notes. The


'A' (which is the 11th) serves as a passing tone
between the 3rd (G) and the 5th (B). Ending the line
on the upbeat of beat 4, and tying into the next measure
is another way to rhythmically push the solo forward rather
than always ending on beat one.
E-7
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The LH adds some syncopation by
hitting the upbeat of beats 3+4. I also
move to the 5th of the G ii-V-I which is
a 'D'. The 'D' on the upbeat of beat four is
an anticipation which is yet another
technique to propel the rhythm forward.
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21

First, the upbeat, triplet into eighth notes pattern


in this measure is a VERY common bebop sound.
Second, you can think of this scale as an A dorian, a D
mixolydian or I like to just think of it as a G Maj
scale that starts on the 11th of the A-7 chord.
A-7
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The dramatic shift in the melodic line by jumping down
to the 'F#', then jumping up the octave to a 'F' natural
creates an immediate attention grabber. The first F#
established the D7 sound, but the 'F' is the #9 on a
D7 chord which creates a lot of tension. However, it is
quickly resolved by moving down the D mixolydian
scale.
D7
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Copyright 2008 JazzPianoLessons.com


877-742-6618
23

The main concept I want you to focus on in this


measure is the 16th note triplet on beat 2. This
pattern is VERY common in jazz improv. Notice
how it is just starting on a note, going up a step,
then going to the note below? Learn this pattern in
new keys.
G^7
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This is the first point where the improvisation
is part of the chord. Ending the phrase with
this 7#11 chord is very dramatic. I added this
chord for the improv, but it would not work
when playing the melody. When you are not
contending with the melody, you have more
freedom to change the chords.
C7#11
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25

Nothing special in this measure except for


the rhythm. Only chord tones here, but
after all of the eighth-note lines, it sounds
nice to break up the line using some upbeats.
F#-7b5
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You can think of this scale as B mixolydian
with a flat 13 (the G). Or, I like to just think of
it as a B altered scale. Remember, the altered scale
is a melodic minor ascending scale a 1/2 step higher.
So, it is a C melodic minor scale starting on B.
The notes are: B-C-D-Eb-F-G-A-B.
B7#9
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27

Here is another motif example. I am


taking the same pattern of a minor 3rd
interval and moving it up to the A7 chord.
I could have gone from C# to A, but the Bb
is the flat 9 and a nice tension.
E-7
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A7b9b13
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This is another chord apreggio, but it is also the high point
in the solo. Bb is the highest note played in the solo and
it is also the #9 on the G7 chord so it adds some great
tension. At this point the solo can start to "wind down".
Even if you were to continue for another chorus, it is nice
for the solo to ebb and flow by having high and low points.
D-7
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G7#9b13
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Copyright 2008 JazzPianoLessons.com


877-742-6618
29

First part of the measure is a chord arrpeggio


and the the second part is the Locrian scale
ascending. Notice my target is the flat 9th of B7 in
the next measure, NOT the root B. Again, this creates
tension and makes the solo interesting to the ear.
F#-7b5
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This measure is all based on the B altered scale.
Beats 2-3 can be thought of as an escape tone.
Specifically, the 'D' on the upbeat of beat 2 seems
to go in the "wrong" direction. Instead you might
think an 'E' functioning as a passing tone between the
Eb and F would make more sense. This is what an
escape tone does. It changes direction and creates interest.
B7b9
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5
Copyright 2008 JazzPianoLessons.com
877-742-6618
31

Here we see the same descending minor 3rd motif found in measure 27. Now, the last two measures
of the song are written only as E-7, but you can see that I added on some chords. I started by adding the Bb7#11
chord because it is a Sub-V7 resolution to the A-7 chord. I preceded the Bb7 with its related V7 chord which is
F7. Measure 32 uses the Bb Lydian b7 scale which is: Bb-C-D-E-F-G-Ab-Bb. The F-F#-G is a chromatic approach.
E-7
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F7
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Bb7#11
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33

We're back to the beginning. I added this measure to show you where the line that started in measure 31 ended.
At this point, you could solo another chorus. If you wanted to go back to the melody, simply play -only- the
E-7 in measure 31. Leave off the F7 and Bb7#11 chords because you will pick up the melody on beat 2
of measure 32. Watch the DVD to see me do this.
A-7

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Practicing Tips:
1. Learn the solo and commit it to memory. It is very difficult for these concepts to work into your
playing if you are always reading the music.
2. Practice slowly and in sections with a metronome on 2+4.
3. Visit JazzPianoLessons.com for more articles and tips on how to use this and other lessons.
I've laid out many concepts that you can use in other solos. However, if you feel like you need more help
with these concepts, I encourage you to check out JazzPianoLessons.com DVD801 - Advanced Improvisation Techniques.

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