Theory you have accessible instantly

Hi guys,

I´m wondering how much theory knowledge you have right here on the spot and can also use.
There is a lot of stuff around, but what is actual, practical, must have knowledge for an improvising rock guitarist?

  • Accidentals in all major and minor keys and the corresponding sharp and flat notes and the chords (triads, seventh, possible extensions) occuring in all those keys
  • Intervals and Interval structures of various scales, modes, etc.
  • Chord notes for triads, seventh and extensions in all keys
  • Finding all that stuff on the fretboard and being able to apply it in various contexts

I often wonder how does anyone keep all this (and more) in mind, fresh, accessible and applicable?

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This is how Martin does it, and I suspect, how all great improvisers do it:

I have some background in theory… hypothetically. When I was a kid I played a piano and I was taught some stuff, but I don’t remember much anything of it ))
And I still don’t know what notes I play on my guitar. Well, I know some common notes, like E,F,G,A,C,D on first 3 frets but that’s all. Last days I became interested in jazz, so now I’m trying to learn how to call these strange chords that I “invented” earlier. It is still hard for me to find root of chord but at least I know that it’s, for example, dominant 7, or 6/9, or 13 and so on.
So, for me theory is descriptive mainly. I don’t use it to create or play music, instead I used it to describe what I’m playing.

Thank you Troy! So to answer the question of what theoretical background one actually needs to be able to apply this process. is: A shitload!!! LOL
He always knows all the notes in each chord, knows the notes in the scales he plays over them, each interval, how they relate to each chord, intense fretboard knowledge! How does one keep all this amount of info in one´s head (and be able to apply this info on the spot)?

Thank you for your input! I think this would apply to a lot of players. I´m just amazed by the amount of instantly applicable theory that Martin Miller and also Troy display in the video. I learn stuff and forget it all the time. Have to constantly relearn it, theoretical concepts I mean. Having it all useable in playing situations seems so difficult.

How this is all kept in your head, in such a way that it can be applied in the spot, is precisely the question we address in that conversation. The answer is that it is a system of memorized lines linked to a basic and surprisingly manageable, small number of chord shapes. Access is instantaneous. You are not memorizing a million theoretical rules and accidentals and so forth. You are memorizing a small number of phrases and playing them back at the right time, just as you do in language.

Over time you can increase the number of these memorized units, and the numbers of ways you an combine them. But everyone can start this process with just a couple chords and a couple phrases as we do in the conversation with Martin.

You’re asking the right question here. The “how” of improvising is a huge question that has been either ignored or overly mystified over the years by teachers or famous players with idiosyncratic theories. The good news is that when you look at what players actually do, there is great mechanical similarity to the way this rolls out. We will be asking more players about their approaches in future meetings to help make this clearer.


What interests me is the process that comes before he even does what he does on the guitar.
He had to sit down first and learn all the keys and the chords in them, all the note names within the chords, intervals structures etc. by heart to be able to actually know what he´s doing on the fretboard, right?

And this is the question I have - what is the best way to train this knowledge, which can then be applied (or has to be integrated) to actual guitar playing? By first using something like Flashcards to drill oneself on all the chords in keys, notes names within chords etc…(to be able to then use Martin´s approach)?

Josh at has a course on this, it does indeed involve a lot of flashcards. I’m working through it at the moment and I think I’ll eventually appreciate it but “Find and play I-vi-ii-V in all keys, in at least 3 positions on the fretboard” gets a bit dry.

No. Martin’s process is the mnemonic - that’s the whole point. You’re not memorizing note names, just big picture shapes and sounds. The working out of the shape, and its memorization, IS the flash card. Once that’s is done, you need to know enough to think ‘Hey let’s do an altered lick’, but that’s it.

Have you watched that interview? Well probably do some hands on walkthroughs of this once the studio is set up so you can see how simple this all is.

Yes, watched it multiple times. I don´t understand this at all. The whole time he states the intervals and says how he always thinks about what each note is in relation to the chord he plays over.
Are you saying that he had no clue what notes go into which chord, about the various intervals etc. and he didn´t learn them seperately, but worked it all out on the fretboard from the beginning?

To further clarify, you don’t need to learn the keys separately. This is a thing we talk about in the conversation with respect to the differences between keyboard and guitar. Every shape on the fretboard is the same - slide up or slide down.

In terms of learning harmony itself, as in, what different chords and chord progressions sound like, and what scales fit over them, there is good news there also. You absolutely do not need to learn that all beforehand. That would be impossible anyway since this is a neverending journey. Instead, you learn these things piecemeal, as you go, at whatever speed works for you. Every time you learn a new harmony, you do the process and build the map for it. There is definitely memorization but it takes place naturally, over time, as your knowledge grows, and right in the fretboard not on paper.

There is no minimum knowledge requirement to start with either. If all you know is what a major chord and major scale sound like, you can get started.

Again we’ll think up some hands-on wlakthroughs for this process soon so everyone can get started contributing to the hive mind on this important topic.


This sounds similar to Pat Martino’s “convert-everything-to-minor” approach. In Pat’s system he has series of shapes (or “activities” as he likes to call them) all based around minor sounds (with lots of optional jazzy notes one can grab). Then he just applies those shapes to whatever chord he’s working with in a way that makes musical sense.

For example:

Dm7 -> D minor shapes
Dmaj7 -> F# minor shapes
D7 -> B minor shapes

The genius of this approach is that he’s built a whole system from a relatively simple concept, but it’s one he’s so thoroughly explored that the improvisational possibilities seem limitless. This seems like a classic case of doubling-down on one’s strengths. In Pat Martino’s case, it’s having those minor shapes and sounds down stone cold.

Based on this “platform” one can start thinking intervallicly based on the tonality of whatever chord you’re currently playing over. This “intervallic” approach is one you hear a lot of great players mention across genres (Vai, EJ, Kreisberg, Quayle, Govan, etc.). Once their fingers develop the intuition for finding the right note they want, improvisation becomes a series of choices to find the right color tones to express over any given tonality.

Now, of course, it’s all easier said than done. This is where the famous “10,000 hours” bit comes in where you just have to groove a lot of this stuff until it becomes second nature. @Troy has talked a lot about mental “chunks” and I suspect a lot of growth in this area is replacing the fretboard-mechanic-oriented chunks with larger abstractions that are about tones, lines and tension/release.

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Ok I see where you’re coming from. Martin seems like he knows “everything”, so naturally we assume that this is what is required to work through his process. It’s not - it is the result of it.

When you watch this conversation, it’s hard to parse out the things Martin knows and where they all came from. But if you notice, once we start working out the II-V-I lines, we’re talking mostly about scale shapes, scale degrees, and the sound of chord tones – all things that can be learned by playing and listening. What is cool is watching him learn, on the spot, in the talk. He plays a line, decides it sounds weird, and tries another variation on it, until he gets one he likes that ends on the right chord tone. This is the process you run through to become familiar with the sound of each scale degree, the sound of hitting the chord tones at just the right moment in metric time, and so on. The more you do this, the more you learn things like, ah, ok, I’m hitting the third of the chord on the downbeat. You end up with a strong practical understanding of the relationships between things. But you are building that knowledge in a natural, hands-on way, by trying and listening. It’s cool.

To begin this process, the core “harmony” knowledge you start out with, is super simple, big picture kind of stuff: what a particular chord sounds like, and what scale notes you’d use to play over it. In this case, we’re using some jazzy sounds like the altered scale, which you don’t see often in rock. It probably makes things sound a little more complicated than they are, particularly when he starts saying he likes certain notes in that scale, like the flat 9, or the sharp 9. But again, those preferences are developed by running through the process itself, not as a book learning “homework”-type process that happens beforehand. This talk could just as easily have been done with the vanilla major scale, or something else simple that everyone would be more familiar with.

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I haven’t looked at Pat’s stuff but this sounds potentially similar. There are just way too many fretboard possibilities and academic tonal relationships to process to do this in real time like a computer. It has to be boiled down somehow to a simple system that can be accessed quickly - most likely via a simple, and likely highly chunked / memorized way.

Totally. It’s a long-term, memorization game, like building out any kind of vocabulary. I think what is intimidating to a lot of players at first is thinking that all these hours need to be done ahead of time, in academic fashion, and then somehow translated or applied to the instrument. But when you speak to great improvisers, and I would put people like Albert Lee or even Marty Friedman in that category, it’s clear that they learned with a guitar in their hands. The process is a physical one, based on interconnected shapes and sounds.

Long-winded post ahead.

I did a jazz program for a few years in piano and we didn’t really talk as much about improv and solo technique as much as I would have liked. We talked a lot about chord shapes and comping and the actual improv strategies seemed a little lax for my liking. However, the guitar program at my school was pretty intense on the improv theory and a roommate of mine gave me some tips that really helped me out with my piano playing. I haven’t really applied this too much to guitar yet but I think it would probably work for all instruments, and it would probably rub off positively in any genre context eventually–not just jazz. It’s all about training yourself to target chord tones.

So, this is a multi-step process.

  1. Set a metronome to 60 bpm. Feel free to go slower/faster as needed. Pick a tune/chord progression and play a solo in quarter-notes using only chord tones. As you said, it’s going to feel super mechanical and won’t sound that great. However, this is about mechanics and less about musicality. Give yourself challenges, such as focusing on a specific position on the fretboard, a single shape from the CAGED system or even a single string. Try organizing your solo so that the notes where the chords change are connected by only a whole step or a half step.

Try to stretch this chord tone idea as far outside your comfort zone as you can. As This becomes easy/boring, up the tempo accordingly. You’re trying to develop your ear and your muscle memory to finding chord tones quickly and effectively

  1. Bring your tempo back down to your starting point. This is where it gets more interesting. Switch to playing in 8th notes. Try to play a solo where every down-beat is a chord tone and every off-beat is a diatonic passing tone (meaning, the passing tone should fit into the “scale” that the chord implies)

This is where you can start to make this more “musical” and try adding more colour into the ideas. Again, give yourself goals and missions in terms of the fretboard that take you out of your comfort zone. Keep bumping up the tempo as you get used to it.

  1. Ok now this is where is get a lot harder and much more “jazz”. Dial your click track back to starting. We’re gonna stick with the 8th notes. Every down-beat will be a chord tone (like before) but this time, your off-beat notes will be a half-step away from the next chord tone.
    So for example, if your targeted chord tones for a C7 chord are: C – E – Bb – G

You could try playing: C – d#- E – a – Bb – f#- G

Once you get comfortable with number 3 at a hot tempo you’ll be in pretty damn good shape in terms of chops methinks. Turning those chops and new sense of chord changes into actual “music” comes down to your own imagination.

I’m sure this is a no-brainer but don’t try to do all this shit in one day. Give yourself a week or two of just pulling random chord changes and song out of a hat and working through them until you’re comfortable and starting to just play the same patterns by rote.

There are so many more directions you could take this idea in, but this is how to turned myself into what I consider a serviceable piano improviser. That being said, you’ll have to internalize your theory knowledge to the point where you know your chord tones and have an idea what scales will generally work over such chords. For me, that element simply came from years of drilling drilling drilling and learning tunes. This is where I’m mostly at on guitar–learning all my chord shapes across the neck and matching them to scale positions and trying to play more diagonally across the neck without losing track of where I am. This week I’ve been drilling CAGED shapes in both major and minor and trying to link the appropriate pentatonic scales with said shape, finding close inversions of the chords so I get very familiar with one position, etc etc.


There is an interview with Pat Metheny in a September 1992 issue of Guitar Player and he states the following:

“At an Italian seminar last year, students almost rioted because practically everything I talked about conceptual - they wanted hardcore information. But I don’t think in terms of substitutions and what scale fits what chord.”

I guess that analysis of Pats playing shows he uses a load of arpeggios, but doesn’t think about it, it’s instantly there in his head and ears for him to use at any given time. He knows this stuff but it most likely rarely enters his head.

As an aside, Pat’s “Linear Expressions” book is meaty gem that covers this approach and includes some pretty wicked picking examples. I’ve adopted a lot of examples from this book as my warmup since it ends up touching on just about every picking mechanic covered here in CTC. For a nearly pamphlet-sized book there is a lot of good stuff in there.

Which Pat are we talking about here?

So many Pats!

This is only surprising because Metheny is a jazz guy and we’re so used to thinking of jazz players as methodical fretboard mapping experts. But I am sure there are great jazz improvisers who don’t think about these things in a conscious way. From our interviews, Albert Lee is a good example of this. His lead playing obviously chord shape-based, but it’s not a thing he can break down for you like a system. Doesn’t mean he doesn’t have one — just means he’s not super aware of what it is.

Sorry, I was referring to Pat Martino’s “Linear Expressions” book.

Pat Martino has such a unique way of explaining theory, but he confuses me. A lot of third party analysis of his playing firmly shows him using Dorian shapes, along with some melodic and harmonic minor. Pat also talks about Dorian at times, but check this video:

" There are two doors to every house, front & back. The front door is the procedure for formal training. I’m self-taught, & that’s the back door in. The melodies i have created over 50 or so years have very little to do with scales."

If anyone wants a great book on theory from a jazzier perspective, then I can highly recommend Randy Vincent’s books Line Games and The Cellular Approach. - they don’t come with tab, but the notational examples are only a few short bars so it’s reasonably easy to work through and get your sight reading skills up. It will also give you a good number of licks and phrases under your belt.

Both books give an in depth insight of how guys like Pat Martino, Wes Montgomery, Michael Brecker, Joe Pass, George Benson, “think” when they improvise.

I was trying to find an old interview I read with, I think, Dave Fiuczynski one time. Someone asked him a question along of the lines of “if you were starting out playing, would you do anything different?” and he said something along the lines of “he wouldn’t learn any scales”. What I’m guessing he meant was that he would learn the basic scales, but then concentrate most of his time on mastering triads.

Out of interest, if you want to take lessons with Ben Monder, here is what he would like you to know before a lesson with him. maybe you could say this is a “standard level” of theoretical knowledge -