Modal Jazz: How Miles Davis Replaced Chord Changes With Scales

Modal jazz is jazz in which the soloists improvise on a scale, or mode, that stays in place for eight, sixteen or more bars, instead of on a chord progression that changes every bar or two. Miles Davis brought the approach into the mainstream with the title track of Milestones (1958) and with Kind of Blue (1959), whose opening track, “So What,” uses just two scales: 16 bars of D Dorian, 8 of E♭ Dorian and 8 more of D Dorian. John Coltrane’s quartet took the idea further between 1960 and 1965, while pianists such as Bill Evans, McCoy Tyner and Herbie Hancock developed the open chord voicings in fourths that go with it.

What Makes Jazz Modal

The dividing line is harmonic rhythm, the rate at which chords change. A bebop tune can move to a new chord every two beats; “So What” changes harmony twice in 32 bars. The rest follows:

• A mode as home base. Each section rests on one scale, such as D Dorian, which acts as the tonal center for that stretch.
• Melody instead of chord-running. Soloists build from motifs, rhythm, register and silence rather than from the arpeggios of each passing chord.
• Open voicings. Pianists often stack chords in fourths, which sound unresolved.
• Vamps and ostinatos. The bass often repeats a figure instead of walking through changes, as Paul Chambers does on “All Blues” and Jimmy Garrison does with the four-note motif under “Acknowledgement” on A Love Supreme.

Why Miles Davis Turned Away From Bebop Chord Changes

By 1958 Miles Davis led one of the most acclaimed hard bop bands in jazz, improvising on the chord changes of standards, blues and bebop tunes. He was one of many musicians who had grown dissatisfied with bebop and saw its increasingly complex chord progressions as a brake on creativity. In Nat Hentoff’s “An Afternoon with Miles Davis” (The Jazz Review, December 1958) he said that playing without chords “gives you a lot more freedom and space to hear things,” and added: “I think a movement in jazz is beginning away from the conventional string of chords, and a return to emphasis on melodic rather than harmonic variation. There will be fewer chords but infinite possibilities as to what to do with them.”

The theory came from George Russell, a composer and pianist who, like Davis, had been part of Gil Evans’s circle in New York in the 1940s. Russell’s Lydian Chromatic Concept of Tonal Organization, self-published in 1953, offered an alternative to improvising on chords by tying every chord to a parent scale, and it is regarded as the first codified theory to come out of jazz. Pianist Bill Evans had played in Russell’s groups, and Russell’s ideas fed into both Milestones and Kind of Blue.

Milestones (1958): Davis’s First Modal Tune

Davis’s first modal composition is the title track of Milestones, recorded on February 4, 1958, and released by Columbia on September 2, 1958, according to the official Miles Davis site; the first pressings called it “Miles.” The sextet: Davis, Cannonball Adderley (alto saxophone), John Coltrane (tenor saxophone), Red Garland (piano), Paul Chambers (bass) and Philly Joe Jones (drums).

The form runs 40 bars: 16 on G Dorian (G-A-B♭-C-D-E-F), 16 on A Aeolian, the natural minor scale (A-B-C-D-E-F-G), and a closing 8 on G Dorian. G Dorian uses the notes of F major and A Aeolian the white keys, so the whole tune turns on one note, B♭ against B. The rest of the album, including Thelonious Monk’s “Straight, No Chaser,” is hard bop on conventional changes.

Kind of Blue (1959): Scales Instead of Chord Charts

Kind of Blue was recorded on March 2 and April 22, 1959, at Columbia’s 30th Street Studio in New York by Davis, Adderley, Coltrane, Bill Evans, Chambers and drummer Jimmy Cobb, with Wynton Kelly replacing Evans on “Freddie Freeloader,” and released on August 17, 1959. There was almost no rehearsal: Davis brought sketches of scales and melody lines, and Evans wrote in the liner notes that “Miles conceived these settings only hours before the recording dates.”

“So What” is a 32-bar AABA tune: 16 bars of D Dorian, 8 of E♭ Dorian, 8 of D Dorian. After a slow piano-and-bass introduction written by Gil Evans, Chambers plays the theme on the double bass, and the piano and horns answer each phrase with a short chordal reply. Bill Evans’s voicing for those answers is now called the So What chord. Coltrane later used the same chord sequence for “Impressions.”

Not every track is strictly modal (“Freddie Freeloader” is a standard 12-bar blues). “All Blues” is a 12-bar blues in 6/8 in G that Evans described as producing “its mood through only a few modal changes and Miles Davis’ free melodic conception”; it is usually analyzed in G Mixolydian, and Chambers repeats one bass figure through almost all of its 11½ minutes. “Flamenco Sketches” is the most open piece: five scales, each played, in Evans’s words, “as long as the soloist wishes until he has completed the series.” Its opening reuses the Cmaj7 to G9sus4 ostinato of Evans’s solo piece “Peace Piece,” recorded in December 1958.

The RIAA certified Kind of Blue five times platinum in 2019; it was the highest-certified US jazz album until August 2026, when Vince Guaraldi’s A Charlie Brown Christmas reached six times platinum. Album details are on the official Miles Davis site, and our ranking of Miles Davis albums places it among his other records.

Modal Jazz Theory: Modes, Dorian and the So What Chord

A mode is a scale built by starting the major scale on a different degree. The C major scale (C-D-E-F-G-A-B) played from D to D gives D Dorian, from G to G gives G Mixolydian and from A to A gives A Aeolian; the seven degrees give seven modes, from Ionian (the major scale itself) to Locrian. Each has its own pattern of whole and half steps.

Dorian: The Sound of “So What”

D Dorian is D-E-F-G-A-B-C, with the step pattern whole-half-whole-whole-whole-half-whole. D natural minor is D-E-F-G-A-B♭-C: the two differ only in the sixth note, B instead of B♭. That major sixth gives Dorian its lighter minor color. The D minor seventh chord (D-F-A-C) sits inside the scale, and Dorian is the standard choice over minor seventh chords. In the bridge of “So What” every note moves up a half step to E♭ Dorian, E♭-F-G♭-A♭-B♭-C-D♭, the same notes as D♭ major: from no flats to five, and back.

Mixolydian, the mode behind blues-based modal tunes such as “All Blues,” is a major scale with a flat seventh: G-A-B-C-D-E-F. Its root, third, fifth and seventh spell G7. Our overview of the main jazz scales and modes gives the formulas for the rest.

The So What Chord and Voicings in Fourths

Bebop pianists mostly stack chords in thirds: D minor seventh is D-F-A-C. The So What chord stacks three perfect fourths and a major third instead. Built on D it reads D-G-C-F-A; over D minor those notes are the root, 11th, seventh, third and fifth, a D minor eleventh chord with the third on top. The same intervals lie on a guitar’s five lowest strings, E-A-D-G-B. Because the voicing does not pull strongly toward a resolution, a pianist can slide it up and down within the mode. Our guide to jazz piano voicings shows how to play it.

Herbie Hancock’s “Maiden Voyage” (1965) is built on this sound: a 32-bar AABA form with two chords per section, each held for four bars, starting with Am7/D and Cm7/F. Am7/D contains D, A, C, E and G; rearranged as E-A-D-G-C, those notes are a stack of perfect fourths. With no third above the bass the chord is neither major nor minor, so the tune is described both as quartal harmony and as a series of suspended chords. McCoy Tyner’s voicings in fourths with Coltrane’s quartet were influential throughout the 1960s.

Modal Jazz vs Bebop

Fewer chords do not make the music easier. In bebop the changes give a line its shape; over 16 bars of one scale, the shape has to come from the player. Coltrane and Adderley were playing hard bop with Davis a year before Kind of Blue, so his 1958 and 1959 records let you hear the same players in both settings.

How to Improvise Over a Mode

Start with the A section of “So What”: 16 bars of D Dorian over a D minor chord at a medium tempo.

1. Learn the color note. Play D Dorian slowly over a D minor drone and land on B, the major sixth. Play B♭ in its place and the scale turns into natural minor.
2. Start from a motif. Take a three- or four-note idea, repeat it, change its rhythm, then move it up or down the scale so its intervals shift with the mode.
3. Leave space. Over a static chord the listener follows the shape of your phrases, and rests give each one room.
4. Prepare the shift. At bar 17 every note moves up a half step to E♭ Dorian. Aim a phrase across the bar line: D rising to E♭, or F rising to G♭.
5. Raise the tempo. Then play along with Coltrane’s “Impressions” (recorded live at the Village Vanguard in 1961), which uses the same chord sequence, or the much faster live versions of “So What” by Davis’s 1960s quintet.

Our guide to jazz improvisation covers the next steps.

Essential Modal Jazz Recordings After Kind of Blue

John Coltrane: My Favorite Things (Atlantic, 1961)

Recorded in October 1960 and released in March 1961, this was the first album on which Coltrane played soprano saxophone, which Davis had bought him on a European tour in March 1960. On the 14-minute title track, the Rodgers and Hammerstein song from The Sound of Music, Coltrane and McCoy Tyner solo over long vamps on E minor and E major in waltz time instead of the written changes.

John Coltrane: A Love Supreme (Impulse!, 1965)

Recorded in one session on December 9, 1964, and released in January 1965, this four-part suite (“Acknowledgement,” “Resolution,” “Pursuance,” “Psalm”) is one of Coltrane’s best-selling albums. Jimmy Garrison’s four-note bass motif turns into the chanted words of the title, and in the liner notes Coltrane wrote that in 1957 he had “experienced, by the grace of God, a spiritual awakening.” Harvard music professor Ingrid Monson has described it as an exemplary recording of modal jazz; NPR tells the story of how it was made.

Herbie Hancock: Maiden Voyage (Blue Note, 1965)

Recorded on March 17, 1965, with Freddie Hubbard (trumpet), George Coleman (tenor saxophone), Ron Carter (bass) and Tony Williams (drums), all but Hubbard recent members of Davis’s band. A concept album about the sea, it gave jazz three standards: “Maiden Voyage,” “The Eye of the Hurricane” and “Dolphin Dance.”

Wayne Shorter: Speak No Evil (Blue Note, 1966)

Recorded in 1964, Shorter’s first year in Davis’s quintet, and released in June 1966, with Hubbard, Hancock, Carter and Elvin Jones. Shorter’s own tunes mix hard bop with modal writing. Add “Footprints,” a 12-bar C minor blues usually written in 3/4 or 6/8, first recorded for his Adam’s Apple in 1966.

McCoy Tyner: The Real McCoy (Blue Note, 1967)

Recorded on April 21, 1967, two years after Tyner left Coltrane, with Joe Henderson (tenor saxophone), Carter and Elvin Jones. In the 1999 reissue notes Bob Blumenthal writes that Tyner chose to pursue “the modal, rhythmically complex direction that the Coltrane quartet had staked out.” Start with “Passion Dance.”

Where Modal Jazz Went Next

Davis kept several Kind of Blue tunes in his 1960s quintet’s repertoire. On In a Silent Way (1969) he cut Joe Zawinul’s title tune down to a melody over a pedal point, and the long vamps of jazz fusion continue the idea: Hancock’s “Chameleon” (1973) runs mostly over two chords in B♭ Dorian, B♭m7 and E♭7. Duane Allman said his playing on “In Memory of Elizabeth Reed,” a Dickey Betts instrumental based on “All Blues,” came from Davis and Coltrane and particularly Kind of Blue, and Carlos Santana and John McLaughlin recorded Love Devotion Surrender (1973) in tribute to A Love Supreme. In education, Russell’s pairing of chords and scales grew into the chord-scale system, now the most widely used method for teaching improvisation in college jazz programs.

Frequently Asked Questions

What is modal jazz in simple terms?

Jazz in which the soloists improvise on one scale, or mode, for a long stretch, often 8 or 16 bars, instead of following chords that change every bar or two. Solos are built from melody and rhythm rather than from spelling out each chord. Miles Davis’s “So What” (1959) is the standard example.

Did Miles Davis invent modal jazz?

No. George Russell laid out the theory in his 1953 book Lydian Chromatic Concept of Tonal Organization, and Davis drew on his ideas. Davis made the approach widely known with “Milestones” (1958), his first modal composition, and Kind of Blue (1959). John Coltrane then took the lead in exploring its limits with his quartet from 1960 to 1965.

What is the difference between modal jazz and bebop?

Harmonic rhythm. Bebop runs through fast chord progressions, and soloists outline each chord with chord tones and passing notes. Modal jazz holds one scale for many bars, so soloists build lines from motifs, rhythm and space, and pianists favor open voicings in fourths.

What are some well-known modal jazz tunes?

Miles Davis’s “So What” and “Milestones,” John Coltrane’s “Impressions” and his version of “My Favorite Things,” Herbie Hancock’s “Maiden Voyage” and Wayne Shorter’s “Footprints.” “So What” and “Impressions” share the same form, so they make a good first pair to practice.