I've been watching a podcast lately which features a country guitarist and a blues guitarist discussing various aspects of guitar-craft. When comparing stylistic differences, the blues guitarist often says to the country guitarist something akin to...

that's because you are playing over the changes

I've seen questions on here about playing over the changes but I'm a little unsure as to exactly what they mean.

So, specifically, what is 'playing over the changes'? What are the stylistic implications for country and blues, and more generally in other styles like jazz and rock?

  • I wonder if the use is derived from a style of English church bell ringing.
    – hpaulj
    Aug 10, 2016 at 9:02
  • @hpaulj i think not. It's "playing over the [chord] changes" of the tune. Aug 10, 2016 at 11:49
  • Can you direct us to this podcast? Otherwise we're just guessing. (Though I think we can be confident it has nothing to do with church bells. Nice try, hpaulj :-)
    – Laurence
    Aug 10, 2016 at 14:03

5 Answers 5


Some players will tend to use, for example, the A pent min. scale notes all through a 12 bar in A. It sort of works, if they're careful (or lucky!) but when playing the changes, they will tend to use the Am pent notes while the tune is on A, change to using the Dm pent notes on D, and the Em pent notes on E. This then starts to sound like he knows where he is rather than just 'widdling'.

Obviously it works just as well, if in a more complex manner, with any song chord sequence, not just 12 bar blues.Certain notes work for certain chords - and sequences - and these are what help when 'playing the changes'.

However, it's not just guitar that this fits for - it's all solo instruments, from Listz playing a cadenza to Getz on sax.And it works for all genres. In fact, listen to a good player who plays over the changes, and you don't even need the changes. The solo notes make them pretty clear.

As Richard says, playing over the changes can also mean putting in 'wrong' notes on purpose, which the player know will work because he understands not just the chords themselves, but how they react in sequence.


I'm not sure of any stylistic implications, but my understanding has always been that "the changes" simply refer to the chords themselves---in other words, the chord "changes" that make up the progression. Thus "playing the changes" or "playing over the changes" simply means you're playing with an awareness of the harmonic environment.

This is especially vital, of course, for soloists. If they're playing without full knowledge of the changes, they're liable to emphasize so-called "avoid" notes over certain chords, creating unintentional dissonances that they probably wouldn't have made (at least, wouldn't have accidentally made) had they had a proper knowledge of the underlying chord structure. Since they don't know the chords, they don't know the dissonance they're playing, so they don't know how to resolve the dissonances, and soon the solo just spirals out of control and the audience is left twiddling their thumbs for the next person up.

Interestingly, when someone really knows the changes they can have a lot of fun intentionally hitting some of those dissonant pitches. Dexter Gordon (tenor sax) holds a great B♮ over a B♭ chord in "Watermelon Man" that's just terrific. (It's at 3:20, a few seconds into where I started the video. Yeah, it's a ♭9, I know, but in this piece it really sticks out.)

  • 1
    in the context of Watermelon Man, that B is also a standard note of the F blues scale. Actually, that 2nd chorus of Dexter Gordon has a lot of blues licks inside, not actually playing over the changes. Herbie's chorus, has much more a "playing over the changes" feeling, imo. Aug 10, 2016 at 11:48
  • Really good point. But Gordon also has to have an understanding of the changes to know to resolve that Bn to Bf, no matter how briefly.
    – Richard
    Aug 10, 2016 at 13:39
  • @richard watermelon man only has the 1, 4 and 5 chords in it though, it's essentially an elongated 12 bar blues. So in that sense, any blues play "knows the changes": blues players aren't just knocking out pentatonics at random (despite what some jazzers might think ;) ) When I listen to the soloing on watermelon man, if anything I get the opposite impression: they're more or less playing "licks" with a less-than-average regard to the change between the I and IV chord (compared to a blues player).
    – Some_Guy
    Oct 6, 2017 at 12:41

Brian Wampler has actually explained what he means in this podcast, so I'll include it here for completeness.

In short, basing his solos around the chord shapes of the progression.

  • 1
    Very helpful to see and hear what “playing through the chords/changes” means to us non-musicians. Very informative and eye-opening when he finally got around to “playing through”. A subtle but very impactful effect. +1
    – iMerchant
    Oct 5, 2017 at 8:27

"Over the changes" (to me) is a relative perception and no one is necessarily going to see it in the same way. 'For me' it is about a few things ... my timing relative to the rhythm section, my choice of notes, phrasing, release times ... "IF" I find a place in time that is slightly ahead (above / over) the groove, I sometimes seem to be released from the necessity of strictly staying in the same 'exact' key as the changes dictate. I can play the odd notes that wouldn't quite work if I were more laid back, and in the right 'posture' (physical / perceptual posture) they do work, to my ears, as long as I don't get 'too far away' from the harmonic structure. It's as if I'm sneakin' them by before the changes tell me I can't do that, and I get away with it.


In the strictest sense, 'Playing over the changes' means improvising over the chord changes to Gershwin's 'I got Rhythm'. There's a wiki page if you're interested.

  • 2
    I'm pretty sure that's absolutely not what a blues guitarist is talking to a country guitarist about... Oct 5, 2017 at 17:51

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