There are a ton of different chord progressions out there, most are diatonic, some used borrowed chords, sus chords, and plenty of other variations to make things interesting. Still, there are some progressions that come up time and time again. In pop and rock, it’s generally the I-IV-V and the I-V-vi-IV progressions. But in jazz, there’s one that shows up in almost every standard, and that’s the ii-V-I.

We’ve talked a bit before about ii-V-I progressions, both in major and minor forms, but it is essentially the backbone of jazz because it allows for quick tonicization (that’s a fancy word for establishing a key or “home base”) and can be an easy way to drive the tune into new keys.
So if the ii-V-I appears in most jazz music in some way shape or form, it’s really helpful for you to have this progression mastered so that you’re able to move freely over it. We’re going to go through a couple techniques for how you can play over a ii-V-I, but if you really want to master this concept, you’ll want to check out Chad LB's accompanying video and PDF package 50 Major ii-V-I Phrases, which takes you through these phrase exercises in all 12 keys.
Now let’s get playing!
Contents
Diatonic soloing
The most logical place to start when you’re getting up to speed on ii-V-I progressions is with diatonic soloing. This means that you’re going to play totally within the scale, nothing outside.
Before you even start with this, it’s helpful to be comfortable playing the arpeggios of each chord in a ii-V-I.
That means in C, you’ll want to know the arpeggios for Dm7 (D, F, A, C) G7 (G, B, D, F), and Cmaj7 (C, E, G, B). Once you have the arpeggios firmly under you, you’ll be able to move clearly through the scale on the progression. We cover this in our PDF package 4 Tune Learning Exercises on 20 Standard Chord Progressions, which covers arpeggios, playing diatonically, 2-note approaches, and 3-note approaches.
What you have to be careful of with ii-V-I progressions, is thinking “oh, well, it’s all in C, so maybe I’ll just play around C major?” and you start pushing buttons. This might sound ok, and for some note/chord combinations, it might even sound good—but the problem is you’re not quite sure why some things sound good while others don’t.
So how do you control the sound to make it sound intentional? Well, the best way to do it is with voice leading. This means that we’re going to be moving from chord to chord and measure to measure with step-wise motion, or stepping around the notes and landing on chord tones.
This is something you’ll see in this first phrase, which is from the PDF 50 Major ii-V-I phrases. You’ll notice that there are no chromatic notes, it’s all just notes in the C major scale. But here’s why it works—we’re not just pushing buttons and stumbling around C major.

We’re starting on the root, which is easy and logical enough. Then we’re doing a 1, 2, 3, 5 shape, which is really common. After that, we’re wrapping around the minor third. From there we’re dipping down to the fifth, and we’re going to kind of delay that resolution into the three and create like a sus sound by landing on the four. Then we’ll arpeggiate up 3, 5, 7, 9, before landing nicely on the fifth. We’ll go around the third, then give a nice diatonic trail off to the phrase.
So notice what’s happening—we’re always either landing or starting on a chord tone, or the content is trying to get us to the chord tone. Each note has a purpose, it’s not random—it’s either a chord tone or it’s getting us to a chord tone, and that’s what makes it sound so nice.
Approach notes
We’ve covered approach notes and enclosures a few times here on the blog, and it’s a great way to add some intentional chromaticism to your playing. Basically approach notes are chromatic notes that approach the chord tone either from above or below.
Here’s our next example, let’s jump in!

So we’re starting with just the arpeggio going down, which is again all diatonic stuff. Next we’re going to add an approach note. It’s an interesting approach, because it’s actually the major third on the Dm7. And while the note may not sound good out of context, it does have a purpose. It wraps chromatically around the seventh, going into the next bar.
Now we’ll dip down into the nine, playing a nice little chromatic note in there. Then from the thirteen, we’ll move chromatically down to C, and that will move into a chromatic enclosure around the third. From that third, we’re playing 3, 5, 7, with a little chromatic motion going down to the root, then the six, which is a really nice, melodious note to end the phrase on.
Bebop rhythms
Moving along, we’re going to check out our next exercises, which are going to be Bebop phrases. We’re checking out the third one from our PDF, and it’s going to look like this.

So what we’re seeing here is a lot more of the rhythmic embellishment, which is really similar to the approach note phrases—we’ve just got more sixteenth notes happening.
Before giving it a shot, check out how Chad plays it on our accompanying YouTube video.
We’ve also got a harder one here:

This one is double time, with a lot of triplets and all sorts of stuff. This helps give you the true Bebop character, when you get into the more rhythmically advanced stuff.
Substitutions
Substitutions are a great way to spice up your playing. If a chord has 2 or more notes in common with another, you can consider it a substitute for that chord.
A very common substitution in jazz is the backdoor ii-V. Let’s check out the fourth one from the PDF package. So instead of outlining the Dm7, we’re actually going to outline an Fm7 to a Bb7. And while that may seem a little random, we’re mimicking the movement of the ii-V progression, but instead of coming from above, the backdoor ii-V comes from below.

You’ll notice when Chad plays it that there’s a bit of a rub, because it’s not totally aligned with the diatonic ii-V chords. This has a really nice dark sound.
In this example, we do a really common shape, starting from the root of the sub, which leads us into the ninth of the Bb7. Then the trick is that we always have to resolve, so we’re resolving using an enclosure—followed by another enclosure into the third of C.
Ultra modern phrases
We’re going to finish up today by checking out an ultra modern phrase.
We’re going to use pentatonic shifting for this one—it’ll be number four in the PDF.

We’re starting on that D minor pentatonic, which is straightforward enough. Then we get into the G7. We’ll transition by going up a half step from the G into Ab in the second bar, doing Ab minor pentatonic. This is going to create a lot of tension on the V chord. We’re going to keep going with pentatonics, resolving for a second, using the C major pentatonic. But we’ll pull off this resolution into F# minor pentatonic and C# minor pentatonic for a second before we resolve again.
The way this worked was that we pivoted up a half step from the first bar to the second bar, using the same thing into the third bar, where we resolve for a second from that B to C. We once again just go up a half step and use common tones in the next part. Like from B, this tone works in C major, but also is shared with F# minor. Likewise F# is a shared tone between F# minor pentatonic and C# minor pentatonic, then we resolve from there.
If you haven’t already, you’ll definitely want to hear how Chad plays this in our YouTube video as well.
But if you’re into this ultra modern vibe, be sure to check out the PDF—we also have some other concepts like melodic cells, triadic soloing, and all sorts of cool stuff.

Our PDF also has some light analysis, too, so that you can understand how things work and how you can use the concepts in other ways.
Hope this helped give you some ideas for your next solo—we’ll see you next time!