There Will Always Be Another Scale: Bitonality in Woody Shaw’s Improvisation

“If it sounds good, it is good.” – Duke Ellington

Amongst the numerous goals of a jazz improviser, perhaps the most vital is to challenge people’s preconceived expectations of what sounds good.  Any trained musician can play a blues scale over a blues progression, but it takes a true innovator to create something fresh over the same basic chord progressions that have been used for decades.  Because so many of the same songs have been used throughout generations of jazz musicians, innovation in jazz improvisation has, by necessity, undergone significant evolution.

The main evidence for this evolution occurs in the process by which players choose notes over a given chord progression.  A chord is nothing more than a collection of pitches designed to achieve a particular sound.  Most chords used in jazz will utilize 4 of the 12 possible pitches, though some chords have more.  In a jazz combo, the rhythm section will use these chords to lay a harmonic foundation off which an improvised solo may be built, but the soloist will also use them to determine what notes he/she will emphasize.  Improvised solos are not limited to chord tones, and most improvisers will borrow liberally from the scale implied by a chord progression (generally involving 7 pitches instead of 4).  However, because chord tones will match what the rhythm section is playing, they are vital to crafting a solo that makes sense.

The problem with this is that by emphasizing only a third of the available pitches at any given time, there are only so many possible sounds that could be generated by a particular progression.  Though even early jazz musicians never used chord tones exclusively in their solos, their reliance on these important pitches is a substantial part of what defines their sound.  Each subsequent generation recognized this, and the most successful (at least in retrospect) tend to be the ones that created a unique approach to synthesizing harmony and changed the perception of what everyone else in the jazz community thinks sounds good.  The further along in this process of evolution, the further improvisers got the basic chord tones, and the more they invited consciously dissonant sounds.  One contemporary improviser who reflects the embrace of controlled dissonance prevalent in the past thirty years is Woody Shaw, and his solo on the jazz standard “There Will Never Be Another You” (off 1986’s Solid) is a fascinating example of how he challenges conventions for melodic improvisation.

(Shaw’s solo starts at 0:36 in this clip.)

One of the most defining aspects of Shaw’s approach to improvisation is the way in which he enhances moments of resolution in chord progressions by heightening the tension that precedes them, often by using extreme dissonance.  Tonal music is defined by its need to constantly return to harmonic stasis, and motion in music is created in the arrangement of other chords, which are generally understood in terms relating to the given tonic goal.  In jazz music (particularly in standards like “There Will Never Be Another You”), this occurs most frequently in the guise of ii-V-I* progressions.  The technical specifics as to why this progression works are best left for another discussion, but what is significant here is that this is the conventional means of creating harmonic motion that has tension (ii-V) leading to resolution (I).

As demonstrated on the aforementioned solo, Shaw has two general methods of emphasizing tension: the use of bitonality and delayed resolution.  The former involves using scales over the “ii” and “V” chords from keys other than that to which they belong, and these alternative scales can either be diatonic (7-pitch scales that are either major or minor) or pentatonic (5-pitch subsets of these scales).  What is fascinating about this aspect of Shaw’s improvisation is that he is achieving intense dissonance not through randomness but, rather, by an incredibly organized construct.  In other words, he is thinking within a key, just not the key of the actual music.  The latter method simply extends this concept of bitonality slightly beyond the actual moment of resolution.  Most of the time in music, melodic and harmonic resolutions coincide, but occasionally Shaw will subvert expectations by returning to tonic after the rhythm section does.

One significant aspect regarding the harmony of “There Will Never Be Another You” is that, like many jazz standards, not all chords can be understood in the same key.  The song is in F Major (actually, it’s in Eb Major, but since the trumpet reads up a step from other instruments, this transcription will appear in F Major), but many chords do not make sense in this key.  Different key areas are tonicized throughout the song, and these are almost always demonstrated by ii-V-I progressions (for example, the C min7, F7, Bb M7 progression in measures 8-10 that tonicizes Bb Major).  Therefore, not all accidentals are going to be examples of chromaticism.

Shaw pic

(For a full version of my transcription of Shaw’s solo from “There Will Never Be Another You”, click here.)

The first significant instance of Shaw’s use of bitonality occurs in measures 9-10. (Ex. 1)  The harmony here implies Bb Major, yet four of the final five pitches in this measure fit neither in that key or the F7 harmony.  One way of analyzing these pitches is in relation to both chord tones and upper extension chord tones, which are simply notes added in thirds above the given pitches of the chord (this is especially common for dominant harmonies).  In this light, the “Db” would be a flat-13 (sharp-5), the “Cb” would be a sharp-11 (flat-5), the “Ab” would be a sharp-9**, and the “Gb” would be a flat-9.  All of these accidentals actually account for a special kind of dominant chord, which is referred to as an altered dominant chord.  An altered dominant maintains the original chord’s root, third, and seventh, but it alters every other chord tone/upper extension chromatically.

Shaw1(Ex. 1)

However, there is another way to analyze these chromatic pitches that is probably simpler, or at least more concise.  Instead of selecting pitches through alterations of the F7 harmony, Shaw seems to be implying another scale altogether.  Taking the pitches from the Db through to the F (and using enharmonic equivalents), these are notes from the F# melodic minor scale (Db/C# = ^5 [scale degree 5], A = ^3, Cb/B = ^4, Ab/G# = ^2, Gb/F# = ^1, F/E# = ^7).  This actually relates directly to the altered dominant analysis, as a melodic minor scale built off the pitch a half-step above the root of an altered dominant chord is what results when every note of this chord is arranged within an octave.  Conceptually, it tends to be easier to think of using a scale than to think of individually altered pitches.

Another distinct example of bitonality happens over the G7 harmony in measures 14-15. (Ex. 2)  Only the C# does not fit with the basic chord tones, but the stepwise motion strongly implies that Shaw is also conceiving his chromaticism linearly as opposed to harmonically.  The pitches in these measures, and particularly the first four, spell out the start of an A pentatonic scale.  Because the pitch “D” is not present, it makes more sense as pentatonic as opposed to diatonic major.  Shaw’s use of pentatonic scales to achieve chromaticism is one of his most defining traits, and it works so effectively because he attains very out sounds through something so simplistic.


(Ex. 2)

The bitonality in measures 30-31 is unique because Shaw uses notes from a single scale across two separate key areas. (Ex. 3)  These measures essentially present a rapid succession of ii-V progressions, but each dominant chord briefly implies a new key area.  Therefore, the E7 and A min7 imply A minor, yet that same A min7 also functions as a “ii” chord when paired with the following D7, both of which imply G Major.  Despite this fluctuation in key areas, everything from the “F” on beat 3 of measure 30 up to the “Db” at the end of measure 31 works in the distant key of Db Major.


(Ex. 3)

This example is a particularly strong case for analyzing Shaw’s chromaticism as bitonality because these pitches make very little sense through the context of upper extension alterations.  The “F” could be a flat-9 over the E7, but it would be unusual to pair an altered 9th with the natural 9th, which is what the following “Gb” would be.  The same goes for the “Gb” and “F” over the A minor 7 – both would be 6th’s (13th’s), and while it is not uncommon to use one of these, using both raised and natural would be odd.  Furthermore, the “Eb” on beat 2 would be a flat-5, which would be strange because this would actually change the quality of the chord to half-diminished.  But perhaps most unusual of all is the “Db” that occurs over the D7 chord, which would be the raised 7th over a dominant chord.  Because dominant chords are so dependent on their 3rd’s and 7th’s, these pitches are never supposed to be altered.

The next two measures present another use of bitonality, but they also demonstrate Shaw’s tactic of delayed resolution.  Measures 32-33 present a return to the song’s tonic of F Major, but the saturated chromaticism heavily blurs this effect. (Ex. 4)  From beat 3 of measure 32 (where the C7 starts) to beat 4 of measure 33, these notes fit in the key of Gb Major.  Since this is a half-step away from the actual tonic of F Major, this creates a wildly jarring and dissonant juxtaposition, especially since it continues over the first instance of the tonic chord.  Dominant chords are built to withstand dissonance because they are inherently tense chords that require resolution, but major7 chords are traditionally very stable in jazz music.  By extending this tension in his improvisation, Shaw makes the “C” and “Bb” that lead into the “A” over the F major 7 at the top of the second solo chorus that much sweeter of a resolution.


(Ex. 4)

Not every example of Shaw’s juxtaposed tonality involves scales.  As in the case of measure 49, Shaw achieves bitonality by implying a different chord over the given C7. (Ex. 5)  The four unique pitches in this measure spell out a Gb7 chord, and these are arpeggiated literally instead of being connected by a scale.  This demonstrates another common jazz technique known as tritone substitution, which is where a dominant seventh chord is swapped for another dominant chord whose root is a tritone (augment 4th/diminished 5th) away.  This works because the 3rd and 7th of both these chords will be the same pitches, they will just swap functions.  Tritone substitutions fit well in this discussion because it is essentially demonstrating the same practice of simultaneously implying a second key over the original one.


(Ex. 5)

The final unique use of bitonality – which is also the longest such instance in this solo – happens over the final three measures of Shaw’s second and final solo chorus. (Ex. 6)  This is the same progression used over Ex.’s 3 and 4, and it also uses the same alternate scale from Ex. 4, but Shaw now extends the Gb Major idea across all these distinct key areas.  Shaw’s riff starts in measure 62, but this is all diatonic in F Major.  Virtually everything from the downbeat of measure 63 up until beat 3 of measure 65 comes from Gb Major, though, including the G Major ii-V progression.  Once again, this passage makes more sense when understood as an extended juxtaposition of one key against these others because not every pitch makes sense against the given chord.  Shaw also employs his delayed resolution technique by carrying the Gb Major idea beyond the initial resolution to F Major.


(Ex. 6)

The only issue with analyzing this passage as purely bitonal is the presence of the pitches “C” and “E” in measure 64, as neither of these belong to Gb Major.  They work with the actual key of F Major, but it would be somewhat odd to stick them within this other setting.  Did Shaw play wrong notes here?  First of all, who am I to say that Woody Shaw played three wrong notes in one of his improvised solos?  Second, I would not consider them to be wrong notes because, harkening back to Ellington’s wisdom, they sound good in this context.  I cannot pinpoint exactly why they sound good here, but perhaps it can be explained as an example of Shaw incorporating metatextual dissonance in which these notes sound dissonant against the otherwise dissonant pitches because they are borrowed from the original pitch class.  Taken in this light, they are pulling the listener’s ear back towards F Major before Shaw if fully ready to commit himself, but it works because the motion is propelling us that way, anyway.

The following is a concise summary of Shaw’s different uses of bitonality:


Original chord(s)

Original key

Shaw’s key



Bb M

F# m




A pentatonic (M)



A m/G M

Db M




Gb M




Cb M (Gb7)




Gb M


As an amateur jazz improviser, the concept of achieving dissonance through juxtaposing wildly unique keys and scales upon preexisting ones is fascinating to me because it offers a fairly straightforward and highly organized means of creating great tension.  This process also makes available a plethora of potential directions – in this relatively short solo, Shaw used six unique relationships between his implied key and the actual key being played.  While most of these examples of bitonality also made sense through altered chord tones – which is a process that has traditionally been a far more common way of achieving dissonance in improvisation – some of them could only be analyzed through bitonality.  Not only does this create fresh and exciting sounds, it has helped to distinguish Shaw as a unique jazz performer.  Ultimately, though, it sounds good, and that is why Shaw is consistently revered as a jazz master.


* – In a given major key, “ii” refers to a chord built off the second note of the scale, which is minor (minor7) in quality; “V” refers to one built off the fifth note, which is major (dominant7) in quality; and “I” refers to one built off the first note, which is major (major7) in quality.

** – This would not be considered to be a flat-3 because, in dominant harmonies, the 3rd and 7th notes of the chord are never altered.



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