Let’s talk about upper structures!

These are essentially a simple way to think about executing complex chords. Like a little
hack or trick to add extra colour to your chords and create some interesting voicing
options. As usual, a little bit about what these are and then how we might use them -
there’s a few ways we can use them.

Typically, when talking about upper structures we’re looking at dominant chords - they
can be used over other chord types but really they’re most helpful over dominant chords.
What I mean by that is that upper structures are used to bring out the extension of our
chords - extensions being the notes beyond the 7th - the 9th 11th 13th options. Maj7
chords and minor7 chords, for the most part, use diatonic extensions so it’s not difficult
to find nice voicings with diatonic extensions. But with dominant 7 chords, it’s different.

Dominant 7 chords are about tension and we have many more options with our
extensions: b9, 9, #9, 11, #11, b13 and 13 - and all different combinations of those too! So
trying to come up with voicings and shapes that cover lots of the different variations can
be tricky - and that’s where upper structures come in to help.

Upper structures are essentially triads that we play over another chord, or probably more
accurately here, over the shell (guide tones, essential tones) of another chord. The triad
brings out some of the colour of those extensions but rather than thinking about finding
the 9th #11 and 13 of a C chord, for example, I can just think about playing a D major
triad! Essentially they are a little like voicings. A position or shape we learn to give us
some extra colour.

Like voicings, you’re not really going to see upper structures written on your lead sheet
or chord chart telling you to play them. They are the kind of thing where you learn the
different options and when you might use them. But they’ll be by your own volition. So
knowing which ones to use when!
This comes back to an idea that I’ve talked about before on previous videos that chord
symbols give us information, not instructions. As jazz musicians we should be looking to
interpret the functionality of our chords and what choices we might have. We’ll come
back to this.
Let’s look at a few of the most popular dominant chord upper structures, or at least the
ones I use the most! Most of these are major triads - but I am going to show you a little
minor triad movement that I like to use too!

We can call these by the scale degree from which we build the triad, or probably more
accurately, by the interval from the root of the chord.

US II
The first Upper Structure we’ll look at US II - so a major triad built from a major 2nd up
from the root or a whole tone up.
We’ll do all these examples using a C dominant 7 chord. So I’ll play the Root 3rd and 7th
of our C7 in my left hand and then play a major triad built from a whole tone up, D.

So what does this give us in relation to a C7 chord? D = 9, F# = #11, and A = 13. So when
using this upper structure we’re creating a 13#11 chord.

US VI
Number two is US 6. A major chord built a 6th up from our root, or the 6th degree of our
dominant scale. On our C7 that would be an A major chord. Upper structure VI gives us
the 13(A) b9(C#/D♭) and 3rd(E) of our C7 chord.
I’m going to talk in a bit, more specifically about where we might use these specific
upper structures but the obvious place for this is where we might see a 7b9 chord.

US ♭VI
Number 3 is US ♭6. A major chord on the ♭6. The ♭6 of C is A♭, so an A♭ major chord
over C7 shell. Let’s look at what extensions this gives us in relation to the C. E♭ is the #9
of C7, A♭ is the ♭13 and C is the root that we’re doubling.

US ii to ♭ii
No.4 is a departure from our major triads and this also the introduction of the concept of
triad pairs. Which is where you can use two triads together as a simple way of exploiting,
accentuating some extra colour of our extensions and chromatic extensions.

So this is US ii minor and ♭ii minor and we’ll play them together. So 2nd degree of C7 is
D but this time as a minor and then also ♭2 minor which just means we’ll move that
down a half-step, semitone down - so D♭minor or C#minor. I love this movement, it’s
always nice to add a bit of movement where we can.
So what have we got here then? Our Dm over a C7 gives us 9 11 and 13. Now notice with
this one I’m actually not playing the 3rd of C7, like I have in the previous examples. So the
absence of the 3rd in my left hand makes this a sus chord. So we can really think of that
11 as a 4 that has replaced our 3rd.
Then we move to this all down a semitone and we have a ♭9, the 3rd (which is our
resolution of that 4 of the sus chord) and then we also have a ♭13. Which is really turning
our C7 into an altered dominant.

So hopefully you can see how thinking of upper structures can be a really helpful way of
creating more interesting and more complex chord voicings. Such as this last one, it's
such a simple way of thinking about our voicings that is giving us a complex and more
sophisticated sound!
________________________

Now let’s talk a little about where we can use them. We’ve outlined already what these
upper structures turn our chords into - a 13#11, 13♭9, #9 ♭13, a sus and a ♭9 ♭13. So if
you see a chord symbol that says those then you know what to do. But…it’s not usually
as straightforward as that. More often, on a lead sheet or an app like iReal, we’re just
faced with a bunch of 7th chords, with no extensions listed. And really the expectation is
that us, as experienced jazz musicians(!), we should know when and where we can add
which [Link] is all about recognising the functionality of the chords in a tune
and there are conventions around what to use when.

We are typically encountering three main types of dominant chords in jazz tunes and we
will interpret each of them differently. The three types are a major V-I, a dominant chord
that resolves down a 5th to maj7 (or maj6), often part of a major ii-V-I; then we have a
minor V-I - a dominant chord that resolves down a 5th to a minor chord - often as part of
a minor ii-V-i. And then we have dominant chords that aren’t resolving down a 5th - most
commonly your tritone subs and backdoor dominants - so tritone subs resolving down a
half step and back door dominants resolving up a whole step.

In my Upper Structures chart I’ve listed which chord functions we could use which upper
structures. Our US II which creates that 13#11 will be used typically on a tritone sub or
backdoor dominant - a dominant chord that isn’t resolving down a 5th.

US VI is most commonly used on a major V to I movement. We can also use these on

diminished chords - sort of, but a bit more on that in a bit.
US ♭VI is going to be used definitely on a minor V to I movement - where the resolution
is to a minor chord. We can also use these on a major V to I too to give some extra
colour.
Our final US iim and ♭iim we’ll also use on a standard major V-I like US VI.

Right, let’s look at using these. There are a few different ways that we can effectively use
upper structures - When comping, as part of spread voicings in conjunction with a
melody and we can use them when we’re soloing too. Let’s have a look using them over
a standard.

Let’s take ‘There Will Never Be Another You’ because we have a bunch of different
dominant functionalities so we can use all the different chord types. First we’ll talk
through all the dominant chords and identify which we’re going to use where.
The first dominant chord we encounter is the G7 in bar 4. This is part of a Minor V-I
(actually a minor ii-V-i) so I will use US ♭II which will be an E♭ triad.

The next dominant is an E♭7 which resolves to an A♭maj7 as part of a major ii-V-I. For
this chord we have the choice of US ♭VI (C triad) or US ii to ♭ii (Fm to Em).

On bar 10 we have a D♭ dominant. This resolves up a whole tone to E♭, a backdoor

dominant, so here I will use US II (E♭ triad)

Bar 14 is a F7 that eventually moves to Fm7 - a dominant chord that doesn’t resolve
down a 5th. Here I will use the US II (G triad).

The final dominant chord of the A section is the B♭7 that leads us back to the E♭maj7
at the start of the B section. The B♭7 is a major V-I so we could use either US VI (G triad)
or US ii to ♭ii (Cm to Bm).

The next 11 bars are a repeat of the first 11. Then we have a minor ii-V with Aø to D7. The
functionality of this movement is a minor ii-V-i even though it doesn’t actually resolve to a
minor i chord. The E♭ shares the same functionality as the anticipated Gm. For this
reason the D7 will be treated like a Minor V-I and therefore I would use US ♭VI (B♭
triad).

The A♭7 on the last line resolves down a semitone (tritone substitution) to Gm7, this
means that I would choose to play US II (B♭ triad).

Our penultimate dominant is a C7 is a Minor V-I moving down a 5th to a Fm7 therefore I
would use US ♭VI.

The final dominant chord is part of a major ii-V-I and we therefore have the option of
either US VI (G triad) or US ii to ♭ii (Cm to Bm).
COMPING

When comping over the tune using these upper structures, for each dominant chord, I’m
going to play my guide tones in my left hand, 3rds and 7ths, and then the relevant upper
structure in my right hand.

Take some time playing through these, hearing the authentic jazz sounds of these upper
structures.
SPREAD VOICINGS

Now let’s look at using this when we’re playing the tune with spread voicings. Spread
voicings means we’re playing the root note at the bottom, the melody at the top and the
harmony spread in between. We can use our Upper Structures using this technique when
the melody note is part of our upper structure.

If we look at the last 8 bars of the song where we have a number of dominant chords we
can see some ways of implementing our upper structures whilst playing the melody of
the song.

D♭7 is the first dominant chord in this section and our upper structure is an E♭ triad.
The melody in the bar has the notes G F G and A♭. We are looking for melody notes that
are part of our upper structure triad. The note G is part of the E♭ triad so when we’re
playing this bar we can play the root, 3rd and 7th of the D♭ in our left hand and play the
E♭ triad in our right hand making sure that we play the triad in the second inversion
where the melody note of G is at the top.

Our next dominant chord in this section is D7 which uses a B♭ as an upper structure. As
we play the D7 on beat three of the bar, there is still the sustained note of D in the
melody. D is part of our B♭ triad so we can play the B♭ voiced in the inversion with the
D note at the top while our left hand plays the root, 3rd and 7th of the D7.

Next we come to the A♭7 with the US II of B♭, again the melody note here is a D and D
is part of our B♭ triad so we’re able to use our upper structure triad as our
accompaniment to the melody.
Our penultimate dominant chord is C7 which uses US ♭VI A♭ major triad. The melody
notes over the two beats of the C7 are a B♭ and an A♭. B♭ is not part of the A♭ major
triad but the A♭ obviously is. In the example I play in the video you hear me first play the
note B♭ with no harmonic accompaniment but then when we move to the note A♭ I
accompany it with the root, 3rd and 7th in my left hand and the upper structure A♭ major
triad in first inversion where the melody note of A♭ is at the top of the chord voicing.

The final dominant chord of the song is a B♭7. The upper structure we decided to use
for this chord is US VI, a G major triad. Fortunately the melody note over the B♭7 chord
is the note G which works perfectly with our upper structure of G, just making sure that
we voice the chord so that the note G is at the top.

This application of upper structures is a really great way to add some authentic sounding
voicings to your solo piano playing although it may require you walk through the song to
identify where these may be suitable to employ and add them to your arrangement. Once
you begin to use these frequently you’ll find that you’re able to spot opportunities to use
these on the fly without any preparation.

SOLOING

We can also use the concept of upper structures in our improvising too. These bring out
the colours of the extensions we can use to end interest and tension to these dominant
chords.
It’s very common to integrate arpeggios and patterns based off these triads within our
improvising lines. So try experimenting with these relevant triads throughout your solos.

DIMINISHED CHORDS

A quick word about diminished chords too. Diminished 7 chords are closely related to
dominant chords. You take any note of the chord and lower it by a semitone and you
have a dominant chord, their functionalities are really the same. In fact it’s super
common to use a diminished chord over a dominant chord to create a dom7♭9.
Our US VI gives us a 7♭9 chord so we can use this over diminished chords, but…the
upper structure is the degree of the dominant chord, not the diminished chord, so which
dominant chord? Well it’s any of the four dominant chords related to the diminished
chord.

So any of those four major triads would work as upper structures over the diminished
chord but any easy way to think about it is that they’re all a semitone or half step down
from any of the chord tones. So whatever diminished chord you’re playing in your left
hand you’ve got the option of major triads a half step down from each note. So for C dim
7 I have the option of a B major triad, D major triad, F triad and an Ab triad.
Hope that makes sense, I don’t want to spend too much time on this as the video is long
enough already.

_________________________

Understanding what Upper Structures are, how they work, and how to play them, is only
the first half of things. Unfortunately knowing this information doesn’t mean that you’re
just going to be able to start throwing these into your playing immediately. It always
takes a little time to get that information out of your fingers.

I suggest taking maybe three songs and learn how to apply these upper structures to
those tunes, like I did here, and get to know them well, so you can play it every time at
tempo. I’d also recommend choosing songs that are in three popular jazz keys like F, B♭
and E♭.
Once you get really comfortable playing these upper structures in these tunes, you’ll
soon start to see these dominant chord options all over different tunes and it will then be
much easier to access them immediately.

I hope this has been helpful. Thanks for being here.

MK
DOMINANT CHORD
UPPER STRUCTURES
Upper Structure Chord When To Play

Dominant chords that

don’t resolve down
US II 13 #11 a 5th.
Tritone Substitutions,
Backdoor dominants,

Major V-I

US VI 13 ♭9
Dominant chords that
resolve down a 5th to
a major I chord.

Minor V-I
Dominant chords that
resolve down a 5th to
a minor I chord.

US ♭VI #9 ♭13 Can also be used on

a Major V-I.
Dominant chords that
resolve down a 5th to
a major chord.

Major V-I

US ii to ♭ii
Dominant chords that
Sus to ♭9 ♭13 resolve down a 5th to
a major I chord.

This is not nearly a definitive list of possible options but merely some of my favourites and popular conventions
 DOMINANT CHORD
UPPER STRUCTURES
Upper Structure Chord When To Play

Dominant chords that

don’t resolve down
US II 13 #11 a 5th.
Tritone Substitutions,
Backdoor dominants,

Major V-I

US VI 13 ♭9
Dominant chords that
resolve down a 5th to
a major I chord.

Minor V-I
Dominant chords that
resolve down a 5th to
a minor I chord.

US ♭VI #9 ♭13 Can also be used on

a Major V-I.
Dominant chords that
resolve down a 5th to
a major chord.

Major V-I

US ii to ♭ii
Dominant chords that
Sus to ♭9 ♭13 resolve down a 5th to
a major I chord.

This is not nearly a definitive list of possible options but merely some of my favourites and popular conventions