When I Fall In Love in A#

Victor Young(1952)balladModerately
Do Re MiC D E
A
B
A
C
G7♯5♭9
G7♯5♭9
G9♯5
G7♯5♭9
G7♯5♭9
G9♯5

Chord Diagrams — When I Fall In Love in A# (Guitar)

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When I Fall In Love in A#

When I Fall in Love in A#: this timeless romantic ballad flows through clean ii-V-I motion, ideal for singing Bebop Major lines and Dorian phrases. Mixolydian smooths the dominant chords — let the melody lead the improvisation. Chords: A# – G7#5b9 – Cm7 – F7 – G#9 – G9#5 – F7b9 – Dm7 – G7 – Cm – G7b9 – D# – Gm7.

When I Fall In Love in A#

A# (Bb) major requires barre chords rooted at fret 1 on the A string or fret 6 on the E string. Despite the barre demands, it is a common key in funk, New Orleans R&B, and brass band music. The open D string can ring as the major third for added color. A# is a intermediate-level key on guitar because the open D string is the major 3rd of Bb, adding a bright color if allowed to ring. Expect to rely on barre chords throughout, which builds hand strength and unlocks the entire fretboard.

Voice Leading

The bass line moves through A# to G (descending minor third), G to C (ascending perfect fourth), C to F (ascending perfect fourth), F to G# (ascending minor third), G# to G (descending half step), G to F (descending whole step), F to D (descending minor third), D to G (ascending perfect fourth), G to C (ascending perfect fourth), C to G (descending perfect fourth), G to D# (descending major third), D# to G (ascending major third). A half-step bass movement creates a strong leading-tone pull that demands resolution. The root motion by larger intervals (fourths and fifths) gives each chord change a strong, decisive character. When the progression loops, the bass returns from G to A# by minor third.

Scales for Improvisation

A# major pentatonic works because every note is either a chord tone or a safe passing tone — there are no avoid notes. For soloing, this means you can play freely without clashing. Over dominant seventh chords, A# Mixolydian adds the flat seventh for an authentic blues-rock edge.

ballad4/4 · 34 bars · Form: ABAC

Chords: A♯, G7♯5♭9, Cm7, F7, G♯9, G9♯5, F7♭9, Dm7, G7, Cm, G7♭9, D♯, Gm7.

Scales for Improvisation A# major, A# dorian, A# mixolydian, A# bebop major, A# major pentatonic.

Diatonic chords: See all chords in the key of A#