How George Benson Makes "Wrong" Notes Sound Right: Chromatic Resolution in 4 Levels

Short answer: George Benson doesn't think in right and wrong notes. He thinks in consonance and dissonance, and he resolves the dissonant notes. Over a B♭7 chord, the chord tones and the 9th, 11th and 13th all fit. The five notes that sound wrong are B, C♯, E, F♯ and A. Benson gets out of them by moving one fret to a note that fits, enclosing a chord tone, or descending chromatically until he lands on a chord tone. At the highest level he starts lines on the wrong note on purpose. Those five wrong notes also form F♯ minor pentatonic, a half step above F minor.

Have you ever hit a note in a solo and cringed because it sounded completely wrong? I used to panic every time that happened. The truth is there are no wrong notes, only notes you don't know how to resolve yet. Masters like George Benson, Pat Metheny and John Scofield don't think about wrong notes. They've learned how to resolve the ones that clash with the chord. ▶ 0:00

Consonant vs. dissonant notes

The first step is to reframe how you think about notes. Instead of correct and wrong, think consonant (it sounds like it fits the harmony) and dissonant (it creates tension). This matters especially in jazz, because a lot of notes other genres would call wrong are notes we want to play. ▶ 0:39

Everything here is over a B♭7 chord.

Chord tones

The consonant notes are the notes in the chord, so you have to know the chord you're playing over. All four chord tones sound great over B♭7. The problem is that a solo built only on them doesn't have much interest. ▶ 1:14

Color notes: the 9th, 11th and 13th

Next, get comfortable with the color notes, also called extensions. Over B♭7 they're C, E♭ and G. They don't sound like they're exactly in the chord, but they don't make your ears cringe either. In jazz we want to train our ear to hear them as desirable. You may already use them when you comp: we rarely play a plain B♭7, we play B♭9, B♭sus or B♭13. Now we need to get comfortable using them when we improvise. ▶ 2:09

What actually sounds like a wrong note

The notes that really strike the ear are the ones left over. The major 7th, A, is a good example: it sits right between the root B♭ and the ♭7 A♭, so it doesn't fit and it wants to go to one of them. The dissonance just needs to be resolved properly. ▶ 4:29

Level 1: move one fret up or down

This is your emergency escape route. You're always one fret away from a chord tone or a color note, and you can go either up or down. ▶ 5:36

D♭ is a special case. Over a B♭7 in a blues, we use D♭ a lot. Don't avoid it as a wrong note; make use of that dissonance. ▶ 6:50

The point is to train yourself to slide up or down reflexively the moment you hit the note. Which direction works better can depend on the progression. This one move will save you from most of those cringe moments. ▶ 7:22

Level 2: the two-note enclosure

Instead of just moving one fret, use the dissonance to set up an enclosure around a chord tone. You hit the wrong note, jump to the other side of a chord tone, and land on it. Hit E by accident? Jump up to G (or G♭) and close into F. ▶ 7:34

This is the intermediate level, because you have to see the chord tones you're playing over, like your B♭7 arpeggio. It works for any chord tone, in either direction. It doesn't really matter which note you jump to, as long as you land on the chord tone. You'll develop preferences later; for now just focus on where the chord tone is. ▶ 8:39

Because the ear hears the resolution, it forgives the dissonance. The wrong note now sounds like it was leading somewhere on purpose. ▶ 9:23

Level 3: Benson's chromatic descent

This is part of Benson's genius. When you descend chromatically, you can always create tension and then resolve to a chord tone. No enclosure needed: you just keep going down a half step at a time until you land on the chord tone you want, and because you can keep going down, you have a lot of chord tones to choose from. ▶ 9:43

A lot of Benson's really fast, impressive lines are variations of this continuous downward chromaticism. In the video I start on that bad A over B♭7 and descend, then do it again from E natural without planning where I'll end up. ▶ 10:33

This is especially helpful in the fast double-time ideas Benson likes to play. The continuous chromatic line tells the listener the notes aren't random; they're leading to a destination. You do have to land on a chord tone at the end, or it just sounds like mumbo jumbo. ▶ 11:14

Level 4: start on the wrong note

This is the level that flips the script. Instead of avoiding wrong notes, aim for them. Start a line on a dissonant note on purpose, then challenge yourself to get out of it. Masters can start on the dissonance and resolve it in a way that sounds musical, and that's how they come up with ideas they've never played before instead of falling back on licks. ▶ 11:37

In the video I start lines on the ♭9 (B) over B♭7 so you can hear it. ▶ 12:24

Why the wrong notes are F♯ minor pentatonic

In a CGA masterclass on the same topic (video), I showed a pattern behind these five notes that makes outside playing much simpler.

Stack the chord in 3rds. From the root, the first four notes in 3rds are the chord tones. The next three are the color notes (9th, 11th, 13th). Keep going in 3rds after G and you're back on B♭. That accounts for seven of the 12 notes. ▶ masterclass 1:10

The other five are the dissonant notes: B (♭9), C♯ (♯9), E (♯11), F♯ (♯5) and A (major 7th). There are exceptions. In jazz we often aim for an altered note on a dominant chord, like the ♯5, but it's still dissonant in the sense that it creates tension. ▶ masterclass 3:01

Reorder them from F♯ and you get F♯, A, B, C♯, E: F♯ minor. That's useful because F minor is the minor conversion of B♭7 (the ii chord that leads to it; see Pat Martino's minor conversion). ▶ masterclass 4:18

So every wrong note is a half step above F minor. If you hit one, slide down a half step and you're back in an F minor shape, which is another way to think about B♭7. ▶ masterclass 5:39

F♯ minor pentatonic as the outside sound

Because all five dissonant notes make up F♯ minor pentatonic, you can play F minor ideas over B♭7, slip into F♯ minor pentatonic for tension, and come back to F minor. That covers every possible dissonance. It's also what you're hearing when players "play outside" with that slip-and-slide sound: up a half step to the dissonant notes, then back down. ▶ masterclass 6:37

How to practice it

Take one F minor idea you're very comfortable with and keep it the same every time. Then use it to target one of the wrong notes, like F♯, and resolve. You don't need to change the original idea to target a different wrong note. ▶ masterclass 7:41

Keep hitting that F♯ and try a different continuation each time (in the masterclass I try a B major idea, an A major idea, or just the F♯ on its own), then resolve. It doesn't have to be a full eighth-note line. That's how you get comfortable with the half step up. ▶ masterclass 9:21

Frequently asked questions

Are there wrong notes in jazz?

Not really. There are consonant notes that fit the chord and dissonant notes that create tension. A dissonant note only sounds wrong if you don't resolve it.

How does George Benson play chromatic lines?

One of his main moves is descending chromatically from any note until he lands on a chord tone. A lot of his fast double-time lines are variations of that continuous downward chromaticism, and the key is that the line ends on a chord tone.

What are the outside notes over a dominant 7 chord?

Over B♭7 they're B (♭9), C♯ (♯9), E (♯11), F♯ (♯5) and A (major 7th). Together they form F♯ minor pentatonic, a half step above F minor.

How do you fix a wrong note in a jazz solo?

Move one fret up or down. From any wrong note you're one fret away from a chord tone or a color note, so train yourself to slide there reflexively.

How do you play outside like George Benson?

Play F minor ideas over B♭7, slip up a half step into F♯ minor pentatonic for tension, then slide back down to F minor. The half-step-up sound works because all five dissonant notes live in that one pentatonic.

Keep learning

• How to play like George Benson: his techniques, explained: the full map of Benson's techniques, with a lesson for each
• George Benson's two-chord approach: the simple way of hearing harmony behind thinking F minor over B♭7
• How to play fast arpeggios like George Benson: the other half of his fast double-time lines

Go deeper

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Knowing you can do this and actually doing it in a solo are two different things. It takes practice and someone to guide you. The full masterclass behind the F♯ minor pentatonic section, with a PDF of examples over dominant, major and minor chords, is inside Chase's Guitar Academy. You can try it free for seven days.

"I found Chase on YouTube doing his George Benson lessons. And as I said before, I've always been into George Benson." Kevin D., CGA member

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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.