How To Learn Upper Structure Triads

Student Question:

How am I supposed to learn all of the possible combinations of upper structure triads?

Hayden’s Answer:

Firstly print off the upper structure cheat sheet. You can download it here:

Upper-Structure-Cheat-Sheet.pdf (949.5 KB)

Instead of counting the possible combinations, once you understand the basic construction and have taken them through a few keys, start applying them to tunes.

That’s the point of the cheat sheet… when you come across a dominant chord on a lead sheet, look what is in the melody and then match it to a chord tone in this column:

You will have to find the inversion of the triad in your right hand, but that is part of the discovery process and by doing this you will retain the shapes and formulas much better because you are taking the time to work it out.

It’s nice to print out the cheat sheet and stick it close to the piano for reference, soon you won’t need to reference it because you know the formulas.

The 4 Most Important Upper Structures

Just with those 4 upper structures, they will have you covered when the melody note over a dominant chord is any of the altered chord tones (b9, #9, #11, #5/b13) any of the upper extensions (9, #11 & 13) also the root, 3, b7 and 9.

Are there more Upper Structures Than These 4?

Yes. There are many, many different upper structure combinations. When you incorporate diminished and augmented triads as the upper structures, you have a potentially endless combination of shapes and sounds.

I rarely deviate away from the 4 formulas printed on the cheat sheet. Learn these first and you will have an ample selection of sounds at your fingertips.

Ask Yourself: Do You Really Need To Play An Upper Structure?

Don’t feel you need to use upper structures on every dominant, this will likely sound too rich.

Just sprinkle them in here and there and mix up with lighter, sparser dominant voicings.
Sometimes the simplest of voicings sound best. And that is the beauty of playing jazz, you have the creative freedom to decide what type of voicing you want to play.

A nice analogy is:

If you were in a restaurant and they served you the richest chocolate cake imaginable, a very small piece would be enough or maybe just a few bites.

The same applies with chord voicings… upper structures are dense, tense, often quite jarring sounding chords. Sure they sound fantastic in places but don’t over do it… Sometimes the nicest thing you could play is just a plain old unaltered dominant chord containing root 3 and b7.

If you had an audience… playing upper structures on every chord of the song would be like a server giving you a huge slab of rich chocolate cake and making you eat it all.

Always remember variety is the key. Upper structures are complex voicings, but that doesn’t mean they sound good on every dominant chord you come across!


@jerry379620 - Jerry, not sure if you have seen this thread, but there is some useful guidance on USTs that you mentioned in your other comment…

Yes they are really fun voicings to play around with! :slight_smile:

Check out this Upper Structure Theory Q&A thread, it specifically addresses the most effective way to practice upper structure triads

When first learning them, take some time to drill through the keys, just as you outline. This will ‘acclimatise’ your fingers to the shapes and sounds, and also to help you to visualise the chords in 2 parts: the upper structure (right hand triad) and the lower structure (left hand 3-b7 shell).

Don’t spend too much time on getting them perfect in all 12 keys, one after another. There’s simply too many variations. It is a fantastic exercise/drill, but that is not how they will appear in real music and so once you understand the core construction and theoretical underpinnings, then move on. Perhaps occasionally revisit, if for example, a particular key is causing you trouble when you come across it in a standard.

The sooner you start applying them to tunes, the better. First watch and emulate the examples in PianoGroove intermediate/advanced jazz standard lessons.

Next, try to work them out yourself. That’s where the real learning starts and you will retain the shapes and sounds much better .

Enjoy! :sunglasses:

Thanks for the advice Hayden! This morning, I woke up early and systematically worked on producing
Major, Minor, Diminished and Augmented Upper Structure Triads for ALL scale degrees in Major, Minor, Dominant and Diminished Chords to see what that would produce with regards to extensions and/or alterations. I’m not finished yet, but I’m trying to see if I can find any patterns and/or interesting tonal sounds or chord voicings… I may do the same thing with UST’s based on quartal, quintal and pentatonic harmony. Why not? I’ve got the time and I might just discover something musically in the process! – Have a great day! – Jerry.

That’s a great drill to start the day Jerry… fantastic to see you exploring the topic in such depth.

Yes you can create even more upper-structure-esque voicings when you introduce quartal and quintal right hand stacks.

These types of voicings lend themselves well to an accompanying setting, and we will explore and discuss them in my upcoming course: Upcoming Course: Playing In A Jazz Band

I look forward to hearing more about your UST studies, there is so much to explore there!


Thanks @jerry379620 for the suggestion of working the UST’s with all the various triads. I tried this today, and it is finally starting to make sense. @Hayden, I have stuck the cheat sheet next to the piano, and will refer to it frequently from now on. I think I also need to do more analysis of the chords in the standards I am working on.

Cheers, Natasha :grinning:

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That’s great news Natasha! :grinning:

You can learn lots from the tutorials and transcriptions, but if you use the cheat sheet to figure out an upper structure for yourself, you will get a much deeper understanding of the construction, and also when you can use them.

I had the cheat sheet by my piano for some time when starting out with this stuff. The formulas are now ingrained in me. I see the chord symbol and the melody note, and then my fingers will almost instantly find suitable voicings… Almost like magic :grin:


Hi Hayden, I wanted to ask about the difference in the following chords ,
in My Foolish Heart, bar 5 there is an A13sus4 chord, which has Root and b7 in the LH and a " natural" 4th in the RH. What is the relationship between this chord and the key of the song ( Bbmajor)

However, if I was to play a Root and b7 in my LH and then add an upper structure chord of 9,#11,13
the 11th is sharpened. Why the difference ? We still have a b7 in the LH, which can suggest Minor or Dominant ?
Thanks, Natasha

Hey Natasha :wave:

Great question!

Firstly let’s discuss some Sus chord theory:

A nice way to look at sus chords is a ‘half way point’ between the ii-7 and the V7 chord in a 251 progression.

In this case we are playing a V7sus chord instead of the ii-7 chord.

Looking at the chart in the iRealPro app, we can see that the chords for those 2 measures are:

E-7 → A7 → Bbmaj7.

Let’s play the notes of E-7:

  • In your left hand play the root (E),

  • In your right hand play the b3(G), the 5(B), and the b7(D).

Now if we replace the E root in our left hand with A low down in the bass, we now have A9sus. Our left hand is playing the root of A7, and our right hand is playing b7(G), 9(B) and the sus4(D)

One way to view the sus chord is simply the ii-7 chord, but with the root of the V7 chord in the bass. This is why I say it can be viewed as a “half way point” between the two chords.

Next let’s extend the sus chord up to the 13th:

Let’s now start with an E-9 chord and see what happens…

  • again the root in our left hand (E)

  • then play the b3(G), the 5(B), and the b7(D), and the 9(F#).

Again swap the root note for A, and we now have A13sus because the F# becomes the 13th of A7.

Then taking into account the melody:

The melody note is A, and so I simply stacked this on top and played the root and b7 in my left hand, and in my right hand I played the 9(B), sus4(D), 13(F#), and A(root). You could also look at this as a minor 7th chord off the 9, over the Root-b7 shell in the left hand.

This is a really handy voicing to remember and works great whenever you have the root in the melody over a dominant chord.

Resolving the tension

When playing a sus chord, it’s usually nice to resolve the suspended 4th down a half step to the major 3rd. In this case, the suspended 4th of A13sus (D) falls by half a step to become the major 3rd of A7 (C#) - also notice that I drop the 13 down a half step to become the b13/#5 - this adds some nice colour.

Again looking at the iRealPro Chart, we can see it says E-7:

As an alternate chord sequence, you could replace the A13sus with E-11 (because the 11 is in the melody) you could simply stack 3rds up sequentially from E to get the voicing, or alternatively, you could play the Kenny Barron Voicing if you hands will stretch that far.

Again it sounds nice. I do prefer the ‘floating’ and ‘mysterious’ quality created by that sus chord, but this should help you see how both the ii-7 chord, and the V7sus chord are interchangeable.

I’ve certainly digressed there but I think it is important information to understand :slightly_smiling_face:

Now Onto Your Questions:

In essence this is a 251 to the relative minor, but as described above, we have played the sus chord in place of the ii-7 chord.

The key of song is Bb Major, the relative minor of Bb Major is D Minor.

In the lesson, we go from A13sus → A9b13 → D-7

Notice on the iRealPro the chord are E-7 → A7 → Bbmaj7.

The Bbmaj7 and D-7 are interchangeable. I prefer the sound of the D-7, but you can go with what you ears tell you.

The A13sus is a rehamonisation of E-7, which is the ii-7 chord of the relative minor key.

I hope that makes sense. I can try to elaborate further for you if you like.

Your next question:

The key difference is that a sus chord does not contain the major 3rd (sometimes it can have it in there, but generally it doesn’t).

On the contrary, an upper structure triad will always have the major 3rd in there and would never have the natural 4th, or suspended 4th. With dominant chords, if the 11th is included in the voicing, it is generally sharpened which removes that dissonant half step interval from the major 3rd and 4th.

By all means you could play that 9-#11-13 upper structure there, but when I play that, it sounds a little crowded for my taste:

Left hand shell (root and b7) which is A and G

Right hand plays 9-3-#11-13-root which is B-C#-D#-F#-A (totally possible to play but it is quite a handful :smile:)

Here’s another option:

Instead of A13sus, play E-11 which would be E-G-B in left hand, and D-F#-A in the right hand.

Then go to a rootless A7#5#9:

left hand plays b7(G) and major 3(C#) and the right plays an F major triad in 2nd inversion with A on top which is the melody. Your hand should slightly overlap when playing this voicing, your right hand thumb is playing C, and you left hand is playing C#.

From top to bottom, we have left hand: G, C# and then right hand C-F-A.

Then resolve to D-7.

That sounds really nice to my ears :star_struck:

From reading the last half of your question Natasha, i think you would benefit from watching these lessons to get a deeper understanding of sus chords and dominant chords.

Firstly the theory lesson on “Understanding Sus Chords”

This lesson will help you understand the constructionn, function, and application of sus chords.

And here’s 3 jazz standard lessons where we specifically work on sus chords and apply them as rehamonisations. In order of difficulty:

1) “What Are You Doing The Rest Of Your Life” (3 part lesson)

2) “The Shadow Of Your Smile” (2 part lesson)

3) “I Fall In Love To Easily” (some advanced applications here):

They are 3 of my favourite tunes… I hope you enjoy playing them as much as I do :sunglasses:

Thank you so much Hayden for taking the time to give such a detailed response.:star_struck: I have printed off your email and will work through it step-by-step. Cheers. :grinning:

My pleasure Natasha.

To summarise, I think this lesson on Suspended Chords will be really helpful for your understanding in this area:


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lovely course with lovely voicing …i have miss this one thks

Yes suspended theory is a lovely sound to understand, and to add to your playing. You will enjoy it Pierre.

The following lesson is nice because we combine sus chords, tritone substitution, and passing chords when playing 251s. This allows us to take any simple 251 and turn it into a beautifully rich and harmonically complex progression:


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