BBL-S01 · Walking lineFREENotation · tab · play-along
Walking bass lines · Better Bass Lessons

Autumn Leaves Walking Bass Line

Autumn Leaves is one of the most recorded songs in jazz, and it's a go-to first tune for learning jazz harmony. Joseph Kosma wrote it in 1945, and the changes are almost all ii-V progressions, first in B-flat major, then in its relative minor, G minor. In the A sections nearly every root moves up a fourth, so each bar hands your line a clear target. Below you'll find the changes bar by bar and a walking line in G minor, the key most players use.

Key: G minorAABC, 32 bars100-140 bpm (medium swing)
▶ Side A · Autumn Leaves32 bars

Turn the bass off and it's your gig: the piano and drums keep going and you walk the line. The band counts you in with one bar of hi-hat.

Recorded upright bass, grand piano and a jazz drum kit play the line. Tab is for 4-string bass in standard tuning.

The changes

The last 8 bars vary more than any other part of this tune. We use the chromatic version from the original Real Book, moved to G minor: Gm7 Gb7 | Fm7 E7 | Ebmaj7 | D7, so the roots slide down by half steps from G to D. iReal Pro's standard chart plays Am7b5 in bar 29 instead of Ebmaj7. Some charts skip the tritone subs and play Gm7 C7 | Fm7 Bb7, and simpler ones just hold Gm7 for bars 27 and 28. Two smaller differences: the Real Book (printed in E minor) holds Bbmaj7 through bar 24, where iReal Pro and other G minor charts play Ebmaj7, and some charts add a G7 in bars 8 and 32 to lead back to Cm7.

A1
1Cm7
2F7
3B♭maj7
4E♭maj7
5Am7♭5
6D7
7Gm7
8Gm7
A2
9Cm7
10F7
11B♭maj7
12E♭maj7
13Am7♭5
14D7
15Gm7
16Gm7
B
17Am7♭5
18D7
19Gm7
20Gm7
21Cm7
22F7
23B♭maj7
24E♭maj7
C
25Am7♭5
26D7
27Gm7  G♭7
28Fm7  E7
29E♭maj7
30D7
31Gm7
32Gm7

How this line works

  • The root lands on beat 1 of 26 of the 34 chord changes, so the harmony is clear. The rest start on the 3rd or 5th, which keeps the line from sounding like a list of roots.
  • 33 of the 33 chord changes are approached by a half step or a whole step, so every new chord arrives smoothly instead of by a jump.
  • Non-chord tones sit on the weak beats: 19 on beat 2 and 8 on beat 4. That's where passing and chromatic notes sound intentional instead of wrong.
  • No note repeats back to back. A repeated note is the quickest way to make a walking line sound stiff.

What Autumn Leaves teaches you

  • Major and minor ii-Vs in one key signature: Cm7-F7-Bbmaj7 is a ii-V-I in B-flat major, and Am7b5-D7-Gm7 is a ii-V-i in G minor, its relative minor. Apart from the chromatic run near the end, the tune stays in those two keys.
  • Roots that move in fourths: in the A sections the roots go C, F, Bb, Eb, A, D, G, each one up a fourth (Eb to A is the one augmented fourth). Your line gets a new target a fourth away almost every bar.
  • The minor ii-V has its own sound: Am7b5 has a flat fifth (Eb) where Cm7 has a perfect fifth, and the third of D7, F#, is the only chord tone in the A section outside the key signature. It pulls up a half step to G.
  • A chromatic walk-down at the end: bars 27-28 use tritone subs (Gb7 for C7, E7 for Bb7), so with Ebmaj7 and D7 after them the roots fall by half steps from G to D before resolving to G minor.
  • It doesn't start on the home chord: bar 1 is Cm7, the ii chord of B-flat major, and G minor doesn't arrive until bar 7.

How to practice it

  1. Hear the form first. Turn the bass off and play just the root of each chord along with the band until you never lose your place.
  2. Read the line slowly. Set the tempo around 80 and play the written line with the drums. Slow is the fast way here.
  3. Loop the hard spots. Turn on Loop, find the four bars that trip you up, and play them until they feel like the easy ones.
  4. Make it yours. Keep beat 1 of every bar, but change the approach note on beat 4. A half step above, a half step below, a whole step: each one changes the color of the arrival.
  5. Play it with the record. Put on one of the versions below and play along. That's where the time feel gets into your hands.

Want to build your own lines on these changes? Try the free Walking Line Builder and practice with the click on 2 and 4.

Recordings to hear

  • Cannonball Adderley, Somethin' Else (1958), with Sam Jones on bass.
  • Bill Evans Trio, Portrait in Jazz (1960), with Scott LaFaro on bass.
  • Miles Davis, Miles Davis in Europe (1964), with Ron Carter on bass.

Autumn Leaves: questions

What key is Autumn Leaves in?

Most jazz players call it in G minor, the key of the classic Cannonball Adderley and Bill Evans recordings. The Real Book prints it in E minor, though, so check before the count-off. Everything on this page is in G minor.

What's the form of Autumn Leaves?

It's 32 bars in AABC form, four 8-bar sections. Each A section is a ii-V-I in B-flat major followed by a ii-V-i in G minor. B flips that order, and C starts like B, then runs down a chain of ii-Vs before it lands back on G minor.

What tempo is Autumn Leaves usually played at?

It's usually a medium swing. Cannonball Adderley's 1958 recording on Somethin' Else sits around 110 BPM, which is a good tempo for learning the line. Once every chord change lands clean there, move the metronome up a few clicks at a time.

Your next step

This page gives you one line to study. These courses teach you to build your own, on the bass you play.

The 7-Day Walking Bass Breakthrough

Cole Davis

Walk through any jazz tune with lines that move, swing, and never repeat themselves.

  • Walk through any ii-V-I, major or minor.
  • Solve the two-bar problem on static modal tunes.
  • Never repeat yourself two bars in a row.
Get the course · $37 →$37 · One-time · 30-day money-back

Walking Basslines on Upright Bass from the Beginning

Cole Davis

Five lessons from “my walking lines don't sound like the records” to professional-grade walking.

  • The chord first: the 1-3-5-7, where every great bass line starts.
  • The master move: changing the order of the notes, bar by bar, on an F blues.
  • The three questions every bass line has to pass, then the whole method on Autumn Leaves.
Get the course · $97 →$97 · One-time · 7-day money-back

Not sure which course fits? Answer a few questions and we'll point you to one.