So What & Modal Jazz

About So What

The Tune That Launched Modal Jazz

So What was composed by Miles Davis and opens Kind of Blue, recorded on 2 March 1959 at Columbia’s 30th Street Studio in New York and released that August. Kind of Blue went on to become the best-selling jazz album of all time, and So What is its most influential track — the piece more than any other that defined the sound of modal jazz.

The recording gathered one of the greatest bands ever assembled: Miles Davis on trumpet, John Coltrane on tenor and Cannonball Adderley on alto saxophones, Paul Chambers on bass and Jimmy Cobb on drums. Crucially, the pianist is Bill Evans — Davis built the album around Evans’s spacious, classically-informed playing, and the band’s usual pianist, Wynton Kelly, appears on only one other track. The rubato piano-and-bass introduction, arranged by Gil Evans, sets the mood before the groove begins.

So What marked a turning point in jazz. Where bebop musicians raced through dense chord changes, Davis and Evans stripped the harmony back to a single mode held for many bars at a time, giving soloists room to breathe. Coltrane was so taken with the approach that he later reused the very same form for his own composition Impressions, and modal playing went on to shape much of the jazz that followed.

The Form & Harmony

Two Chords, Two Modes

So What could hardly be simpler on paper. It is a 32-bar AABA tune built on just two chords — Dm7 and Ebm7 — or, more accurately, two scales: D Dorian for the A sections and Eb Dorian, a half-step higher, for the eight-bar bridge. The shape is sixteen bars of D Dorian, eight bars of Eb Dorian, then a final eight of D Dorian. There are no ii–V–I cadences and almost no harmonic movement; the music lives entirely inside the Dorian sound.

The melody is famous for being stated by the double bass. Paul Chambers plays the theme and the band answers with a short phrase — the call-and-response that gives the tune its name. Those answering chords are Bill Evans’s celebrated “So What” voicing: a stack of perfect fourths topped by a major third, a quartal sound so distinctive that it is now known simply as the So What chord.

For the improviser, So What is the classic first lesson in modal playing. With only two scales to negotiate, the challenge is not finding the right notes but making music with space, melody and rhythm over a static harmony. If Coltrane’s Giant Steps is one extreme — harmony moving as fast as possible — So What is the other, and Coltrane’s own Naima brings the same modal stillness to a ballad.

How to Learn So What

A Practical Approach for Saxophonists

1. Learn the head and the call-and-response. Listen to Kind of Blue many times. The melody is carried by the bass and answered by the band’s two-chord So What voicing — internalise that conversation before you play, and learn to hear where the Eb Dorian bridge lifts the music up a half-step.

2. Map the two modes. Practise D Dorian and Eb Dorian across the full range of your horn until they are effortless. Because the bridge is simply the A-section mode moved up a semitone, learning one all but teaches you the other.

3. Solo with space, not speed. So What is about melody and rhythm, not running scales. Practise building solos from short motifs, leaving rests, and developing ideas slowly over the static harmony. Listening to how Miles and Coltrane shape their solos is the best possible model.

4. Study a great solo. Miles Davis’s solo on So What is one of the most-transcribed in jazz, and Coltrane’s is close behind. Learn a chorus by ear, sing it, then play it — it is a masterclass in making a lot out of a little over the simplest of harmony.

If you would like one-to-one guidance working through So What or modal improvisation, saxophone lessons in person in South East London or online are available, with a focus on jazz harmony, modes and interpretation. You may also find the free saxophone transcriptions useful for studying how the great players build a solo.

Essential Recordings

Where to Start Listening

The essential version is the original on Miles Davis — Kind of Blue (Columbia, 1959). Listen to the three saxophone-and-trumpet solos in turn — Miles, then John Coltrane, then Cannonball Adderley — three completely different ways of speaking over the same two scales. It is the definitive recording and the place to start.

For something different, seek out Miles Davis at Carnegie Hall (1961), where Gil Evans’s orchestra plays the famous introduction before the quintet takes over. And to hear where the form went next, listen to John Coltrane’s Impressions, which borrows the exact modal structure of So What as a launchpad for his own playing.

For more from this circle on the site, see the free Giant Steps and the Naima — both Coltrane, who plays on So What, and Naima shares its modal, pedal-point stillness.

If you are exploring modal jazz, browse the online real book index for the standards we can offer as free PDFs in Concert, B♭ and E♭.