Harmonic Analysis: Autumn Leaves

This month I'm going to take you through a quick harmonic analysis of the beloved jazz standard Autumn Leaves. This is a tune that has been and continues to be played by jazz musicians the world over. It's one that you should have in your repertoire. Autumn Leaves is great to work on if you're fairly new to improvising because the form and chord structures are relatively easy to hear and internalize.

[You can download a FREE chord chart and a FREE play-along track mixed specifically for your instrument by clicking the links at the end of this article. In addition, there are links to a couple of videos by guitarist Dave Onderdonk playing a few choruses and then talking about soloing on these chord changes.]

Let's take a look at Autumn Leaves in the key of G/Em*. A lot of people also play it in Bb/Gm but we'll stick to G for this analysis. When you first look at the chart you might get confused - is this song in G or in G's relative minor Em? In a sense, it doesn't really matter, because the 4 bar phrases bounce back and forth between the two tonics. As long as you know which key you're in for each phrase you'll be on the right track.

The first 4 bars are clearly in G. Am7 D7 GM7 CM7 translates to ii V I IV. So if you improvise using the G major scale for those measures you will be in the right harmonic area. The next 4 bars are ii V i in E minor - F#-7(b5) B7 Em. It seems as though you ought to be able to play E natural minor during these 4 measures, since that is the relative minor scale to G major. But the B7 chord presents a bit of a dilemma because it's all-important 3rd is a D#. There is no D# in the key of G. So many players like to use the E harmonic minor scale in this spot, because it contains all of the notes of G major, except that the D becomes a D#. Play the two scales and you'll hear what I mean.

The next 8 bars are harmonically exactly the same as the first 4, so all the same ideas apply.

The following 8 bars reverse the pattern: The first 4 are in E minor (again ii V i) and the next 4 are in G major (again ii V I IV).

Things get a little more interesting in the last 8 bars of the song. There's a ii V i in E minor, then a couple of bars where the chords descend chromatically from Em down to B7, finally coming to rest on Em for the last two measures. What's really happening in those complicated looking measures? It's really just a sequence of chromatic ii Vs, where Em7 is ii and Eb7 is V, then Dm7 is ii and Db7 is V. Finally the C13 is a chromatic dominant of B7, which is V of Em.

Chromatic dominants, eh? If you're not familiar with tritone substitution we'll cover the larger concept in a future lesson. Suffice it to say that the Eb7 is substituting for A7 and the Db7 is standing in for a G7. In fact, you could play those "circle of fifth" changes instead and the harmony would work just as well. We chose to play the chromatic changes when we recorded the track in order to demonstrate the concept and because many if not most jazz players do use the chromatic variant.

*This analysis is for C instruments. If you play a Bb instrument (like trumpet or tenor sax) you will have to transpose everything up to the key of A/F#m. Players of Eb instruments (like alto sax) will need to transpose this explanation to the key of E/C#m. It's not hard - you can do it!

Annotated CHORD CHART

Play-along track TRIO
Play-along track PIANO/DRUMS
Play-along track BASS/DRUMS

Here's a video of a sample solo on Autumn Leaves:




Here's a lesson on this tune (NOT just for guitarists):