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how to play


This adventurous approach to voice leading might or might not turn you into a voicing
superhero, but it will enable your fingers and expand your mind
by Mitch Haupers

ave you ever watched a professional dog walker when they’re Mr. Goodchord’s Keyboard Chord Decoder:

H walking three, four, or even five dogs at a time? Can you

imagine trying to control three or four leashed animals with
minds of their own and a will to go wherever they want at
any given time? For most of us, this would be complete chaos. The
spectacle often begs the question: “Who’s walking whom?”
What’s with all these Ds and DDs?
When working with different types of voicings, it’s handy to borrow
the terminology used by arrangers. An arranger will look at a
four-note seventh chord in close voicing (4WC, or four-way close
But this is what the process of learning voice leading feels like for voicing) and they’ll number the notes, in their mind, from top to
many players, especially improvisers. This aspect of harmony requires bottom — regardless of the inversion. Here we have a Cmaj7 in
developing the ability to hear multiple voices within chords and to guide root position (a), first inversion (b), second inversion (c), and third
those voices to create melodic lines within chord progressions. The inversion (d). Note that the numbers next to the chords refer only
skill could also be compared to the artistry of a professional puppeteer to the note order from top to bottom; no functional or intervallic
information is implied.
working a marionette — there’s more to it than meets the eye, and it

takes a lot of practice to make it look so easy. a) b) c) d)


World-renowned jazz guitarist Mick Goodrick has tackled the
1 2

1 2 3
1 2
problem (in classic X-men style) with an immense two-volume set (soon 2 3
3 4
to be three) entitled Mr. Goodchord’s Almanac of Guitar Voice-Leading 4
for the Year 2001 and Beyond. Don’t let the title fool you; this method With the chord tones numbered, arrangers will take certain notes
may have been written by a guitarist, but it’s aimed at any musician and drop them down an octave (D) or two octaves (DD). With any
who is interested in exploring harmony and voice leading, including of the inversions shown here, you can take the second note from
keyboardists, composers, and arrangers. the top and drop it an octave, and you’ll have a drop 2 voicing (D2).
In a nutshell, Mick has provided us with every possible three- and If you take the third note down an octave, it’s a Drop 3 (D3). You
four-part diatonic chord that exists within a seven-note scale (triads, can drop more than one note at a time. See Example 1 for
sevenths, hybrids, quartal voicings, and spread clusters). He shows you examples of drop voicings and how they’re named.
how to move from any possible inversion using many voicings, to any
42 KEYBOAR D SEPTEMBER 2003 w w w. key b o a r d m a g . c o m
other possible chord or voicing within the scale. That partially explains
why each volume exceeds 300 pages, yet covers only the chords within
Mr. Goodchord’s Keyboard Chord Decoder:
the major, harmonic minor, and melodic minor scales — in the key of What’s a TBN?
C! And he does it without a speck of standard music notation. Mr. Goodchord has a few ways of looking at triads and their
It’s a phenomenal system, and many keyboard players find it to be relationship to a bass note, so there are a few unique terms
of tremendous value (Russell Ferrante and Lyle Mays, to name but two). that crop up. Seventh chords can be thought of as a triad over a
We’ve hatched this article to provide an easy introduction to the system, bass note (a), separated by a third; Mr. Goodchord uses standard
and to give you enough material to work on for quite some time. Even seventh chord terminology for these. When a triad and bass note
though we show you everything in complete cycles and progressions in have a fifth between them (b), Mr. Goodchord calls it a TBN I (triad
C major, by all means start transposing the material and experimenting over bass note I). When a triad and bass note are separated by a
with it right away. The examples in this article are not meant to be seventh (c), Mr. Goodchord calls it a TBN II.
exercises, but springboards. a) b) c)
Em/C G/C Bdim/C
Cycle 2
M Cmaj7, Dm7, Em7, Fmaj7, G7, Am7, Bm7b5 

Hm Cm-maj7, Dm7b5, Ebmaj7#5, Fm7, G7, Abmaj7, Bdim7
Mm Cm-maj7, Dm7, Ebmaj7#5, F7, G7, Am7b5, Bm7b5
Cycle 4   
M Cmaj7, Fmaj7, Bm7b5, Em7, Am7, Dm7, G7
Hm Cm-maj7, Fm7, Bdim7, Ebmaj7#5, Abmaj7, Dm7b5, G7, 
 seventh TBNI TBNII
Mm Cm-maj7, F7, Bm7b5, Ebmaj7#5, Am7b5, Dm7, G7
Cycle 6
M Cmaj7, Am7, Fmaj7, Dm7, Bm7b5, G7, Em7 The Mother Lode
Hm Cm-maj7, Abmaj7, Fm7, Dm7b5, Bdim7, G7, Ebmaj7#5 At the heart of the system are progressions — Mr. Goodchord calls them
Mm Cm-maj7, Am7b5, F7, Dm7, Bm7b5, G7, Ebmaj7#5
cycles — that encourage you to experience both the harmonic and
Cycle 7
melodic aspects of the progressions as you play them. We use six different
M Cmaj7, Bm7b5, Am7, G7, Fmaj7, Em7, Dm7
cycles for each seven-note scale, which means we cover every possible
Hm Cm-maj7, Bdim7, Abmaj7, G7, Fm7, Ebmaj7#5, Dm7b5
way of moving from one chord to another within a given key. The six
Mm Cm-maj7, Bm7b5, Am7b5, G7, F7, Ebmaj7#5, Dm7
Cycle 5 cycles aren’t numbered 1 though 6 in order, however; they’re named
M Cmaj7, G7, Dm7, Am7, Em7, Bm7b5, Fmaj7 according to the ascending root movement of the cycle. Cycle 2 uses root
Hm Cm-maj7, G7, Dm7b5, Abmaj7, Ebmaj7#5, Bdim7, Fm7 movement of an ascending diatonic second, Cycle 3 moves chords by
Mm Cm-maj7, G7, Dm7, Am7b5, Ebmaj7#5, Bm7b5, F7 ascending diatonic thirds, Cycle 7 uses root movement of a seventh, and
Cycle 3 so on. In the key of C, here are the Cycles for the major scale (M), the
M Cmaj7, Em7, G7, Bm7b5, Dm7, Fmaj7, Am7 harmonic minor scale (Hm), and the melodic minor scale (Mm). See
Hm Cm-maj7, Ebmaj7#5, G7, Bdim7, Dm7b5, Fm7, Abmaj7 chart at left.
Mm Cm-maj7, Ebmaj7#5, G7, Bm7b5, Dm7, F7, Am7b5 When you’re experimenting with voice leading over these cycles, use
voice movement that is as smooth as possible without moving in

Ex. 1. There are many ways to voice a chord, and arrangers know them by name. Knowing these will come in handy when we start working our voice
leading magic. Each of these takes a particular inversion of a close-voiced Cmaj7 chord and redistributes the notes in a particular way. In 1a, we take the
second note from the top and drop it down an octave for a drop 2 (D2 for short, in this article). In 1b, take the third note from the top and drop it an octave;
this is drop 3 (D3). Drop the second and third notes in 1c down an octave to get a drop 2, 3 voicing (D2,3). In1d, drop the second and fourth notes for a
drop 2,4 (D2,4). And finally, drop the second note two octaves and the third note one octave for a double-drop 2, drop 3 (DD2D3). Note how I used
different inversions in the close-voiced chords, yet I ended up with C in the bass for every drop voicing. The trick is to know which close-position chord
in which drop voicing will put the note you want in the bass.

a) b) c)c) d) e)



1 1 3
1 2 2 4

2 3 3 3

3 4 4 4

Ex. 2. This gives you an idea of how you can take a voicing through each of the cycles described in the text. Each measure contains the first three chords of
one cycle. Here we’re taking a close-voiced triad through the cycles of C major.
a) b) c) d) e) f)
C Dm Em C F Bdim C Am F C Bdim Am C G Dm C Em G


Cycle 2 Cycle 4 Cycle 6 Cycle 7 Cycle 5 Cycle 3

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how to play
Mr. Goodchord
• Play the chord in one hand while arpeggiating with the other
• Play over different grooves
• Break up the notes between hands (one note in the left and
parallel motion with the chord roots. Smooth voice leading means three notes in the right, and other such combinations)
moving to the closest available note from chord to chord. See Examples • Play the voice leading in different directions
2 and 3 to see how you can play close and open position triads through
each of the cycles. Examples 7 through 20 are examples of how you can apply different
In the Almanac itself, we use our own text-based notation system to rhythmic approaches to a variety of cycles, in both standard notation
write out the voicings to use over each cycle. We call it the Universal and in our Universal Notation. These illustrate the just a few of the
Notation System, since anyone who knows where the notes are on their millions of possibilities open to improvisers working with the M-Lode.
instrument and who can read Roman letters can understand it. See Though they’re written in C major, feel free to change an E to Eb and
Example 4 for an example of a 4WC voicing running over Cycle 4 of the play in C melodic minor, or change the Es and As to Eb and Ab and play
C harmonic minor scale. Example 5 shows the same thing in standard in C harmonic minor. Example 21, in C harmonic minor, shows you
notation. Example 6 takes a D3 seventh chord voicing through Cycle 4 how you can use the sustain pedal to let the chords blend. Example 22
in C major. What’s an 4WC and D3? See the sidebar, “Mr. Goodchord’s is an excerpt of a composition by Mick Goodrick himself.
Keyboard Chord Decoder: What’s up with all these Ds and DDs?” As improvising musicians, we can benefit greatly from fully exploring
Mick Goodrick and I often refer to this body of material as either “The and expanding our harmonic vocabulary, which is one of the aims of
Mother Lode,”“The M-Lode,” or simply, “All This Stuff.” There’s almost this material. Rest assured that your soloing will also benefit from your
no end to the ways you can work with it and apply it. Here are some ideas voice leading practice.
of how to get going with it. When we perform, the harmonic choices we make are often influenced
by what we hear happening in the moment — a process of harmonic
• Play all the notes at simultaneously in both hands reaction. At other times, we choose according to what our ears tell us
• Play all the notes at once, split the voices between hands could or may happen — a harmonic prediction. Most of the time, we
• Arpeggiate the chords in the left hand only play what we know, staying well within our harmonic vocabulary
• Arpeggiate the chords in the right hand comfort zone. How often do we take harmonic risks when we play? Would
• Arpeggiate the chords with both hands in varying registers there be some benefits to practicing risk-taking?
Continued on page 50 ➥

Ex. 3. Here we take an open-voiced triad through the first three chords in the cycles in C major.

a) b) c) d) e) f)

C Dm Em C F Bdim C Am F C Bdim Am C G Dm C Em G

Cycle 2 Cycle 4 Cycle 6 Cycle 7 Cycle 5 Cycle 3

Ex. 4. Here the scale is C harmonic minor, we’re using seventh chords in four-way close voicing, and were taking the voicings through cycle 4. We’re also using
the Mr. Goodchord Universal Notation System. Standard music notation doesn’t quite do justice to all that is contained within the Mr. Goodchord system.
To start with, not all musicians can read notation. Our thinking was that any and all musicians who know where the notes are on their chosen instruments
would be able to use this system. The arrows represent direction of movement between voices (either up or down). The dashes represent common tones between
two adjacent chord tones (and therefore no movement between chords in that voice). The vertical stacks of note names are the chord structures, and the
names above them are the standard chord symbols.

Cm,maj7 Fm7 Bdim7 Ebmaj7#5 Abmaj7 Dm7b5 G7

B Ab Ab G G F F
G F F Eb Eb D D
Eb Eb D D C C B
C C B B Ab Ab G

Ex. 5. Here is Example 4 in standard notation, using the most basic rhythm. Note that common tones between chords can be re-played, as between bar lines
here, or they can be held, as with the lower notes within each bar.

Cm, maj7 Fm7 Bdim7 

E maj7 5 
A maj7 
Dm7 5 G7



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Mr. Goodchord

Ex. 6. This example shows D3 seventh chords moving through cycle 4 of the C major scale. The repeat signs surrounding the voice leading work the same
way as they do in ordinary music notation — simply repeat what is between them. This is in “long form,” which means you have to play through the cycle
a number of times before you arrive at the original voicing you started with. This may be two, three, or even four times through, depending on the chord
type and cycle.

Cmaj7 Fmaj7 Bm7b5 Em7 Am7 Dm7 G7 Cmaj7 Fmaj7 Bm7b5 Em7 Am7 Dm7 G7
G ∞ F F ∞ E E ∞ D D ∞ C C ∞ B B ∞ A A ∞ G
■ ∞ E E ∞ D D ∞ C C ∞ B B ∞ A A ∞ G G ∞ F F ∞ ■
■ B ∞ A A ∞ G G ∞ F F ∞ E E ∞ D D ∞ C C ∞ B ■
∞C C ∞ B B ∞ A A ∞ G G ∞ F F ∞ E E ∞ D D∞

Ex. 7. Check out the cycle 3 triads (open voicing) in C major.

C Em G Bdim Dm F Am C Em G Bdim Dm F Am C Em G Bdim Dm F Am

■ E E ∞ D D D ∞ C C C ∞ B B B∞ A A A ∞ G G G ∞F F F ∞ E ■
■ ∞G G G ∞ F F F ∞
E E E ∞ D D D ∞ C C C ∞ B B B ∞ A A A∞■
C∞B B B ∞ A A A ∞ G G G ∞ F F F ∞ E E E ∞ D D D ∞ C C

Ex. 8. Here is one possible rhythmic realization of Example 7. This goes through just one cycle; when you play it, continue through the full form.


Ex. 9. Here’s another approach to Example 8.



Ex. 10. This is cycle 6 with open triads in C major. As in cycle 3, there is only one moving voice. This means that the other two voices are common tones.

C Am F Dm Bdim G Em C Am F Dm Bdim G Em C Am F Dm Bdim G Em

■ E E ∞ F F F ∞ G G G ∞ A A A∞ B B B ∞ C C C ∞ D D D ∞ E ■
■ G ∞ A A A ∞B B B ∞ C C C ∞ D D D ∞ E E E ∞ F F F ∞ G G ■
∞C C C ∞ D D D ∞ E E E ∞ F F F ∞ G G G ∞ A A A ∞ B B B∞

Ex. 11. This is one way to play Example 10.





Ex. 12. This takes the cycle 3 progression of Example 7 and adds a bit of cross-hand fun.


46 KEYBOAR D S E PTE M BE R 2003 w w w. key b o a r d m a g . c o m
how to play
Mr. Goodchord

Ex. 13. Let’s try out open triads over cycle 5 in C major.
C G Dm Am Em Bdim F C G Dm Am Em Bdim F C G Dm Am Em Bdim F
■ ∞E ∞ D D ∞ C∞ B B∞ A ∞
G G ∞ F ∞ E E ∞ D ∞ C C ∞ B ∞ A A ∞ G ∞ F F∞ ■
■ ∞G G ∞ F ∞ E E ∞ D ∞ C C ∞ B ∞ A A∞G ∞ F F ∞ E ∞ D D ∞ C ∞ B B∞ A∞■
C ∞ B ∞ A A ∞G ∞ F F ∞ E ∞ D D ∞ C∞B B ∞ A ∞ G G ∞ F ∞ E E ∞ D∞ C
Ex. 14. You could set off the single common tone against the two moving tones like this; note that this lends itself well to three-bar phrases, as the voice
leading repeats every three chords. This starts on the last chord in the cycle.




Ex. 15. Cycle 4 is known as the Circle of Fifths outside of Mr. Goodchord’s workshop. Open voicings, C major.
C F Bdim Em Am Dm G C F Bdim Em Am Dm G C F Bdim Em Am Dm G
■ ∞E ∞ F F ∞ G ∞A A ∞ B ∞ C C ∞ D ∞ E E ∞ F ∞ G G ∞ A ∞ B B ∞ C ∞ D D∞■
■ G ∞ A ∞ B B ∞C ∞ D D ∞ E ∞ F F ∞ G∞ A A ∞ B ∞ C C ∞ D ∞ E E ∞F∞ G ■
∞C C ∞ D ∞ E E ∞ F ∞ G G ∞ A ∞ B B ∞C ∞ D D ∞ E ∞ F F ∞ G ∞ A A∞ B∞

Ex. 16. This realization of Example 15 is similar to that in Example 14, but you can hear how the different cycle gives it a whole different sound.



Ex. 17. Cycle 7 covers a lot of keyboard real estate quickly. Start higher or lower on the keyboard, or transpose up or down an octave to accommodate.
CBdim Am G F Em Dm C Bdim Am G F Em Dm C Bdim Am G F Em Dm
■ ∞E ∞ F ∞A ∞ B ∞ C ∞ E ∞F ∞ G ∞ B ∞ C ∞ D∞ F ∞ G ∞A ∞ C ∞ D ∞ E ∞ G ∞ A ∞ B ∞D∞■
■ ∞G ∞ B ∞C ∞ D ∞ F ∞ G ∞ A ∞ C ∞ D ∞ E ∞ G∞ A ∞ B ∞ D ∞ E ∞ F ∞ A ∞ B ∞ C ∞ E ∞ F ∞■
∞C ∞ D ∞ E ∞ G ∞ A ∞ B ∞ D ∞ E ∞ F ∞ A ∞ B∞ C ∞ E ∞ F ∞ G ∞ B ∞ C ∞ D ∞ F ∞ G ∞ A∞

Ex. 18. This alternating staccato texture sounds good over Example 17.





Ex. 19. Cycle 2 provides us with a classic example of conjunct/disjunct voice leading, since we’re moving our voices in the opposite direction of the root movement.
CDm Em F G Am Bdim C Dm Em F G Am Bdim C Dm Em F G Am Bdim
■ ∞E ∞ D ∞B ∞ A ∞ G ∞ E ∞ D ∞ C ∞ A ∞ G ∞ F ∞ D ∞ C ∞ B∞ G ∞ F ∞ E ∞ C ∞ B ∞ A ∞ F∞■
■ ∞G ∞ F ∞ E ∞ C ∞ B ∞ A ∞ F ∞ E ∞ D∞ B ∞ A∞ G ∞ E ∞ D∞ C ∞ A ∞ G ∞ F ∞ D ∞ C ∞ B∞ ■

F D ∞ C ∞ B ∞ G F ∞ E ∞ C∞ B ∞ A ∞ F ∞ E ∞ D ∞ B ∞ A G ∞ E ∞ D∞

C ∞ A∞G ∞ ∞ ∞ ∞

Ex. 20. This is a staccato treatment of Example 19.





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how to play
Mr. Goodchord
about how to arrive at these chord structures. Hopefully, this will
free you to spend more time experimenting with different ways to
We’re not telling you how or where to play these chord structures play them. In the second part of this article, we’ll work more with
on your instrument. The whole idea is to provide you with all the four-part chords, as well as some quartal and cluster voicings. Take
possibilities within the three scale types, so you don’t have to think all the time you need to work with this material and enjoy it! ➥

Ex. 21. Because of the presence of so many common tones, moving one voice and sustaining the voices in cycle 6 is relatively easy. This etude explores the
relationship between common tones and moving voices. Play slowly enough to achieve a sense of the chord progression. If you have a real piano, utilize the
combined effect of both the damper and sustain pedals to emphasize the moving voice while maintaining the chord structure beneath.



      54  44 



   54  44

Ex. 22. Mick Goodrick wrote this piece 15 years ago (excerpt shown below) after subbing for Bill Frisell on a tour with Bass Desires. This “pre-Mother Lode”
composition contains many of the voicings and chord types that eventually made their way into the voice leading books. There are triads, TBN 1 and TBN
2 chords, and seventh chords. The first chord of the piece is an example of a DD2D3 voicing (C/F). Note the inclusion of seventh chord voicings that have
a flat ninth between the seventh of the chord and the root note — what a great sound! Play through the voice leading in C major, cycle 6, using TBN 1
and D2,4, as well as DD2D3. You’ll hear some similarities to this piece.


 ( ) 









Excerpts copyright ©2003 by Mr. Goodchord Publications from Mr. Goodchord’s Almanac of Guitar Voice-Leading for the Year 2001 and Beyond. All rights reserved. Used by permission.

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how to play
Mr. Goodchord

Mr. Goodchord’s Advice

This article has only hinted at the incredible
amount of information presented in the Almanac
of Guitar Voice Leading. The first two volumes
total over 600 pages of material (triads, seventh
chords, and TBN I and TBN II in Volume 1,
three- and four-part quartal voicings and spread
clusters in Volume 2) — and this is just using
the major, melodic minor, and harmonic minor
scales in C. Volume 3, due out later this year,
will discuss alternative and chromatic voice
leading, relate these concepts to the eleven other
keys, introduce new scales, and present new
ideas for other uses of this material. To keep
things simple, we focused this article on stuff
from Volume I, namely triads and seventh
chords. The second installment of this article
(to appear in Keyboard in the near future) will
go farther into how the material can help you
discover new ways of approaching your voicings.
So with so much stuff to work with, where
do you start? How do you proceed? Our advice
is to work on this material without trying to
learn it. In fact, try not to learn it. This way,
you eliminate any self-imposed pressure. You
just have the experience of going through the
material. You’ll discover your own way through
it. That will be enough.
Self-discovery is one of the most meaningful
ways to learn. Have you ever been the first to walk
through an open field after a fresh snowfall? We
want your experience with Mr. Goodchord to
be kind of like that. If you followed someone
else’s tracks through the snow, you might miss
the opportunity to wander on your own. As
you explore, if you make a mistake, it’s okay;
in fact, maybe you’ll find something more
interesting than what’s in the exercise. In that
case, continue your “mistake” through the voice
leading pattern.
You could also look at it this way: what
one person finds useful while playing
through this material may not seem valuable
to someone else at that point in time. Over
the past few years, I have presented this
material to many keyboard players and each
time we’ve discovered something new in it.
Have fun with your own discoveries! k

Mitch Haupers is an Associate Professor at Berklee

College of Music. He specializes in teaching ear
training, rhythm, harmony and free improvisation.
You can read more about his teaching, projects and
hear mp3s of his free improvisation quartet at:
For more information on Mr. Goodchord, visit

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