You know how every now and then you hear something and you’re like, “What was THAT?!?” Well, I was listening to music in the car a while back and this amazing fill caught my ear big-time. I made a note to come back to it because it sounded fantastic and a big part of it was clearly something I would never think to play.
Gentle reader, I recommend you begin by listening to the entire track where the fill is played, because the whole thing is pure musical gold: Cuando Cuando Cuando, played by Brian Charette on his Good Tipper album.
Did you listen? Did you like it? Did you hear anything you would want to dig into and teach yourself about in more detail? I recommend you go and buy the entire album. Brian‘s work consistently represents a wonderful direction in modern jazz organ playing and I think if you’re reading this you’ll probably enjoy everything he’s recorded.
Just the fill, ma’am.
I love the whole track and indeed the whole album, but for me the big moment that really got my attention — and the moment I’m writing about now — is at the end of the bridge in the out chorus, at around the 3:40 mark. Do you like that fill? Does it sound exciting to you? Or is it clashy and annoying? I really love it because in the span of four quick seconds it traverses a beautiful inside-outside-inside arc. Here’s the melody of the fill notated with lead-sheet-style chords:

The parts in parentheses are the written melody of the tune for reference; the fill I’m interested in is the eighth-note run that lasts four bars starting on the third bar of C7.
I want to distill the ideas in this fill into a form I can use to expand my own vocabulary and I hope others might benefit from my thoughts on it, so in this post we’ll discuss several ways to think about what’s played in these 4 seconds or so. Let’s dig in!
Wait a minute. Things are about to get seriously nerdy, maybe even to the point of not being all that much fun. Some people like it, some people don’t. You might consider skipping ahead to “What good are scales, anyway?” below, and read that section before you jump into the swamp of nerdy nomenclature I’m about to reluctantly unleash.
First of all, a general observation: This fill is a great example of how there are no wrong notes! If you’re a musician you might be familiar with the concept of an “avoid” note from your first jazz improvisation class. The “avoid” note concept is useful for students whose ears aren’t developed enough to play ideas they create in their heads on the spot. A crutch that helps those students get started is to give them a scale, like the major scale, to use as a “bag of notes” to choose from while they improvise, and then introduce them to the idea that not all notes in most scales are created equal. Some notes, like the fourth degree of the major scale, sound dissonant in a way that most beginning improvisers can’t use effectively, so teachers will often say those are “avoid” notes. Along these lines the student quickly learns that the fourth degree of the major (or mixolydian) scale is a “wrong” note over a major-7th (or a dominant chord), the major 7th is a “wrong” note over a dominant chord, and so forth.
But now look at this fill! Against every chord the melody of the fill features at least one “avoid” note. On the C7 chord we have a whole bunch of F naturals. On the F7 chord there’s an E natural, and on the Gb7 chord there’s a B natural (a C flat, if you want to spell it in accordance with the chord’s name).
Chord by chord, what’s up?
The C7 chord: “V of V” or “Supertonic” or “II7 chord”
For me, the action going on over the C7 chord is the easiest and most familiar. It’s pretty standard McCoy Tyner fare, using stacked fourths from the C minor pentatonic scale, so to my ear it sounds great but there are no big harmonic surprises in this section. This is the initial “inside” part of the fill from my perspective. The F natural “avoid” note really need not be avoided at all in a context like this, and everybody who ever played a blues scale already knows it.
The F7 chord: “dominant” or “V chord.”
Next up is an F7 chord and things start to get interesting with the appearance of an E natural. The E natural occurs in an ascending arpeggiated A-major triad, and we all know lots of great jazz sounds come from superimposing triads from different keys. But is there a more specific framework we can use to understand these four beats of F7, a framework that might let us improvise with this kind of sound without copying Brian’s licks verbatim?
Brian likes to encourage us to explore a nine-note scale that he refers to as “Messiaen mode 3.” Messiaen mode 3 starting on F natural is all the notes except a Gb augmented triad. Another way to think of it is as the combination of triads. You can get this scale as the combo all the augmented triads except Gb augmented (so F augmented, G augmented, and Ab augmented) but for practical use in improvising Brian observes that it’s more helpful to break it down differently: This scale is the union of an F major triad, a Db minor triad, and a G augmented triad; equivalently it’s also the union of an F minor triad, an A major triad, and a G augmented triad.

Now you can see that one way to analyze Brian’s note choice over the F7 chord is using this Messiaen Mode 3 scale, and his arpeggiated playing even refers explicitly to the A major triad that figures in his take on the scale as the union of three triads.
The Gb7 chord: “b6 7 chord” or “tritone sub for a ii chord” or “chromatic slide away from dominant.”
Now what happens over the Gb7 chord? This chord is just a side-slip away from the F7 chord that precedes it; this device of sliding up a half step from the dominant and back down again is ubiquitous in American and European song forms, especially as a device to lead to a recapitulated section. And of course that’s how it’s used here.
What we have over the Gb7 chord is an arpeggiated G augmented triad on the first two beats, followed by a pretty standard two-beat bebop lick that ends the section strong with an enclosure to drive home the fifth scale degree and end the fill.
Obviously the first half, the G augmented triad, is the more unusual and outside bit of material here. And as with the preceding F7 chord, there are multiple ways to think of it:
- It’s a susb9 (suspended, flat-9) lick. Thinking of it this way would suggest the “phrygian sharp-6” scale, i.e., the second mode of melodic minor.
- There are two Messiaen mode 3 scales that include Gb (the root of our chord) and the G augmented notes in the improvised melody, so we could think in terms of either of those:
- Or we could just treat this Gb7 as a passing chord that doesn’t have to be reflected in our melodic improvisation. We can just pretend the F7 chord continues through this bar, and then it makes sense to think of this G augmented segment as coming from the same F Messiaen mode 3 scale we used to analyze the preceding F7 chord, even though that scale doesn’t have a Gb in it.
Surely there are many more frameworks we can think of to fit this fill into, and how we choose to think of it will influence the sounds we play when we infuse our own improvisation with the lessons we take away from this fill.
“What good are scales, anyway?”
So where does all that leave us?
Every time I go through an exercise like this I remember how useless I think nomenclature (often mislabeled “theory”) is in music. Having names for lots of things is good for communicating among musicians, but it just doesn’t explain much about how things sound. We need to remember the famous admonition to “forget all that shit and just play!”
But there are things we can get by thinking about nomenclature. These scales are guides to things to try, signposts on the way to sounds we might not have imagined on our own. For that, scales like the “Messiaen Mode 3” are super useful. But think back to the earlier discussion about “avoid” notes in the major scale. The existence of “avoid” notes means that there’s more to using a scale effectively than just knowing what notes are in the scale and playing those notes. Of course the same is true for any scale! When we start working with a new-to-us scale, maybe the most important part of the work is learning the different personalities of each note in that scale.
On top of that, let’s think for a minute about the fact that the Messiaen Mode 3 contains nine of the twelve notes. It omits only three notes. There’s another Messiaen mode that omits only two notes, the major third and the flat seventh! When we’re choosing notes from a scale that has so many notes in it, the scale is really giving us very little guidance because these nine- and ten-note scales don’t rule out many of the available notes of the chromatic scale. This is another reason why I don’t see a lot of utility in scales, especially ones with lots of notes like these.
But there really is some utility! After all, these scales are great inspiration for wacky-seeming ideas like, “Try arpeggiating a G augmented triad over a Gb7 chord!” To me this is the biggest benefit; it doesn’t matter what scales you think about as long as you have some way of getting at musical ideas and sounds that you wouldn’t otherwise come up with. As you begin to work with them, the concept of “scale” drops away, and your vocabulary has grown to incorporate new kinds of sound that stand by themselves as collections of notes, as frameworks for melodic and harmonic ideas!
In the end, I feel scales are just guides to practicing and to stretching the boundaries of our ears.