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Larry Carlton is unsurpassed in playing complicated chord changes while making them sound smooth and connected to even the musically untrained ear.

Larry Carlton was born in Torrance, California. He started learning to play guitar when he was six years old, studying under Slim Edwards near his Torrance home. Taking an interest in jazz while at high school, his playing style was influenced by Joe Pass, Wes Montgomery, Barney Kessel, and B.B. King. Saxophonist John Coltrane has also made a notable impression on Carlton, and Carlton’s live albums have featured cuts from Miles Davis’ Kind of Blue.

During the 1970s and early 1980s, Carlton was a session musician in Los Angeles, making up to five hundred recording sessions a year, including albums by Steely Dan,Joni Mitchell, Billy Joel, Michael Jackson, Quincy Jones, The Four Tops, Christopher Cross, and Barbra Streisand. His guitar work on Steely Dan’s Kid Charlemagne from their 1976 LP The Royal Scam has been listed as the third best guitar solo on record by Rolling Stone magazine. From 1971 to 1977 he played with the jazz-rock group The Crusaders. His playing on their version of Carole King’s “So Far Away” is one of the highlights of The Crusaders’ first album. In 1977 he signed with Warner Bros. Records for a solo career. The album Larry Carlton, also known as the “Room 335 album” was released in 1978. The album was recorded at Larry Carlton’s Room 335 (studio). In 1979 he played guitar on Michael Jackson’s Off the Wall. Although still relatively unknown outside his fan-base, Carlton produced six albums from 1978 to 1984, during which his adaptation of Santo Farina’s Sleepwalk climbed the pop and adult contemporary charts and his 1983 LP Friends garnered a Grammy nomination.

Here Larry describes his technique for returning over chord changes. As we talk our way through the improvisation here, notice that two of the core concepts are at work: thinking ahead and finding common tones. Being aware of the scales for each chord makes it easier to identify – just a hair in advance – which notes will be good to land on in the next chord.

It’s kind of like reading music on the page: you’re playing one measure but always reading ahead by a bar or two so that you know what’s coming. That’s what should be happening in your mind as you improvise – you’re living in the moment but thinking a little bit ahead too.