George Benson's Double Arpeggios: How He Links Two Arpeggios in One Fast Line (Oleo)
Nov 03, 2026Short answer: A George Benson "double arpeggio" is an ascending line where he plays two different arpeggios one after the other, instead of the same arpeggio in two octaves. On his solo on Oleo, he plays an A-Maj.7 arpeggio into a D7 arpeggio over D7, swaps the D7 for CMaj.7♯5, plays B-7 into GMaj.7 over G7, and on the A section even strings three together (D-7, B♭Maj.7, E♭Maj.7). At fast tempos he isn't thinking chord by chord: mostly a B♭ key center, then F dominant.
My three most requested topics are George Benson, arpeggios, and playing fast, so this lesson is all three: fast Benson arpeggios. ▶ 0:00
What is a Benson double arpeggio?
What I'm calling Benson's double arpeggios is making a concept out of something he does all the time. When George Benson plays ascending arpeggios, a lot of the time he uses two different arpeggios and combines them one after the other. So it's not only two octaves, it's two types of arpeggio. ▶ 0:30
All four examples come from his solo on Oleo. He uses a ton of these double arpeggios there, and over the bridge especially you get to see some different approaches to dominant 7 chords. ▶ 0:30
| Example | Chords | Arpeggios Benson plays |
|---|---|---|
| 1 (bridge, measure 49) | D7 to G7 | A-Maj.7, then D7 ▶ 1:05 |
| 2 (bridge) | D7 to G7 | A-Maj.7, then CMaj.7♯5 ▶ 3:21 |
| 3 (later on the bridge) | D7 to G7 | Over G7: B-7, then GMaj.7 ▶ 4:57 |
| 4 (A section, measure 89) | B♭Maj.7, G7alt, C-7 | D-7, B♭Maj.7, E♭Maj.7 (a triple arpeggio) ▶ 8:05 |
Example 1: A-Maj.7 into D7
This one comes from measure 49, where Benson combines an A minor-major 7 arpeggio and then a D7 arpeggio over the D7 chord. The A-Maj.7 comes from A melodic minor, and it implies a Lydian dominant sound for D7♯11, because of the G♯. ▶ 1:05
It's not quite Benson fast. On the record it's ridiculously fast, but this is still fast by my standards. ▶ 1:38
- Into the first arpeggio: he starts with a little enclosure, pretty standard jazz language, to get into the A-Maj.7. ▶ 1:50
- Fingering: a standard way to play the A-Maj.7 is with a roll at the end. In general that isn't the smoothest way to play it. Split the last two notes up so they're on the same string. That sets you up for the next arpeggio, the D7. ▶ 1:53
- Into G7: in the very common way of getting from D7 to G7, the 3rd goes to the 7th of G7, and then another enclosure, basically the same one he started with, ends the line on D, the 5th of G7. So the idea he starts with is also the end of the idea. ▶ 2:25
Example 2: A-Maj.7 into CMaj.7♯5
The second one has the same general shape and targets the same notes, so think of it as a variation on the first. After a two-beat rest he plays the A-Maj.7 arpeggio, but instead of going into D7 he goes to CMaj.7♯5. ▶ 3:21
- Bigger stretches: something very characteristic of Benson's arpeggios, and something you need to get used to, is bigger stretches between notes. ▶ 3:21
- Same note, two strings: he plays the G♯ on the G string first, then a down pick on the C. Then he plays the same G♯ again, not on the G string but on the B string, because that gives him the up pick. Playing the same note in two different spots to adjust your picking is worth noticing. ▶ 3:57
- Into G7: on G7 he hits F natural, and again targets the D over G7. ▶ 4:32
So you can still use that A-Maj.7 arpeggio shape and have options after it: a D7 arpeggio or a CMaj.7♯5, then the enclosure or targeting of the D. ▶ 4:57
Example 3: B-7 into GMaj.7 over G7
This one comes a little later in the solo, again on the bridge. Benson seems to really like starting the bridge with these double arpeggios. The line starts on D7, but the interesting part is the G7. ▶ 4:57
Over the D7 he plays a really standard descending Benson idea: an even number of notes per string, four notes per string, then a pull-off where there aren't four. On the G7, starting on B, he plays a B-7 arpeggio, then a GMaj.7 arpeggio. ▶ 5:48
Why F♯ over G7?
There are a few explanations. The simplest, and the one I prefer, is that he's still thinking D7. It's super fast, it's very hard to tell each exact transition, and it still sounds good to delay the resolution of G7 and keep the F♯ until the last F that ends the line. ▶ 6:20
The other explanation comes from diminished arpeggios and triads over dominant chords. The general idea: whenever you have a ii-V, like D-7 to G7, you can play ii-Vs a minor third apart from it. ▶ 6:52
| ii-V | Relationship to D-7 to G7 |
|---|---|
| F-7 to B♭7 | a minor third up |
| A♭-7 to D♭7 | the tritone substitution |
| B-7 to E7 | a minor third down |
Benson is playing with that B-7, off one of those ii-Vs a minor third apart. ▶ 6:52
After that come very standard ideas you'd see over GMaj.7. Normally you'd hit the F♯ there, but he goes up to G and then F natural, which makes it clear we're on G7, not G major, even after a bunch of G major ideas. ▶ 7:28
Example 4: a triple arpeggio on the A section
The last one goes back to the A section, and here he plays a triple arpeggio. ▶ 8:05
| Chord | Arpeggio Benson plays |
|---|---|
| B♭Maj.7 | D-7 |
| G7alt | B♭Maj.7 |
| C-7 | E♭Maj.7 |
Then the line continues. Again, a very common Benson approach: an even number of notes per string, four notes in a row, four notes in a row, two notes just to break it up, and four notes in a row. Then a nice little bluesy slide into B♭. ▶ 8:50
Think in key centers at fast tempos
Don't analyze this chord by chord. On rhythm changes, especially on fast A sections like this, most of the time players are just thinking B♭ key center, and then maybe the dominant (the V chord) on some sections. I think that's what Benson is doing here. ▶ 9:21
- D-7 is B♭ major, and the B♭Maj.7 arpeggio is B♭ major. ▶ 9:21
- On the E♭Maj.7 you could still think B♭ major. He plays the E♭Maj.7 arpeggio on the C minor chord, so it fits more closely. ▶ 9:21
- On the next section he's just thinking F dominant. Look at the downbeats: they land on strong chord tones for F7 or F altered (the 3rd, the root, the ♯5), then very classic altered sounds. ▶ 9:56
- He ends with a B♭ triad even though the chord is F minor at that point. Because it's so fast, he thinks broadly: B♭, then dominant, a one and a five for tension, and back to one. ▶ 10:27
Frequently asked questions
What is a George Benson double arpeggio?
An ascending line where Benson plays two different arpeggios one after the other, instead of one arpeggio over two octaves. On his Oleo solo, for example, he plays an A-Maj.7 arpeggio and then a D7 arpeggio over a D7 chord.
What arpeggio does George Benson play over D7 on Oleo?
On the bridge he starts with an A minor-major 7 arpeggio (from A melodic minor), which implies a Lydian dominant D7♯11 sound because of the G♯. Then he plays either a D7 arpeggio or a CMaj.7♯5 arpeggio before resolving to G7.
Why does George Benson play F♯ over a G7 chord?
The simplest way to think about it is that he's still thinking D7 and delaying the resolution to G7 until the last note. Another explanation is that the B-7 comes from a ii-V a minor third away from D-7 to G7.
How should I think about fast rhythm changes A sections?
Not chord by chord. Think mostly B♭ key center, and on some sections the dominant, F7. Benson's arpeggios on the A section (D-7, B♭Maj.7, E♭Maj.7) all fit B♭ major broadly.
How do you pick Benson's arpeggio lines?
Arrange the notes so the picking works: split notes onto the same string instead of rolling, and sometimes play the same note on a different string so you get the up pick you need.
Keep learning
- How to play like George Benson: his techniques, explained: the full map of Benson's techniques, with a lesson for each
- How to play fast arpeggios like George Benson: the triplet rhythm, sweeps and stretched shapes behind his fast lines
- George Benson's two-chord approach: why several arpeggios fit one ii-V, including Benson on Oleo
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Chase Maddox is a jazz guitarist and educator in Miami and the founder of Chase's Guitar Academy. George Benson has called him "an amazing instructor." More free lessons are on his YouTube channel.