Sleeping At Last | Rainbow Connection

Sleeping At Last formed in 1999, originally including Ryan O’Neal (vocals, guitar), his brother Chad (drums) and Dan Perdue (bass). The Illinois-based group released four albums before Chad and Dan left and Ryan continued on his own.

O’Neal has released three compilations of covers, and “Rainbow Connection” appears on Volume 2, released in 2016. The song, written originally in 1979 by Paul Williams and Kenneth Ascher for The Muppets Movie, has been named one of the greatest movie songs of all time by the American Film Institute.

The track begins in D and modulates up to Eb at 2:01.

John Mayer | Still Feel Like Your Man

“I feel like I never touched the ground those three days,” John Mayer said in an interview with Rolling Stone, discussing his process for writing this tune. “Like ‘Let’s not worry about what this might draw from and be true to whatever it is.'”

Mayer also confirmed that the ex he is singing about in the lyric is Katy Perry, who he dated for four years, and claimed he spent more hours fine tuning the song than any other he has recorded.

The track is the lead single from the extended EP The Search for Everything: Wave 2, released in 2017. It begins in D and then detours briefly to Bb (and a new half-time feel) for the bridge after the second chorus at 1:47 before seamlessly returning to the chorus in the original key at 2:28.

The Dukes of September | Who’s That Lady (live)


The Isley Brothers recorded “That Lady” twice. Songwriters Ronald, O’Kelly, and Rudolph Isley, the original family trio, released the first version in 1964.

Besides the sweet vocals, the prominent features of the song are the insistent cowbell (!), and the supporting horn riff towards the end.

But it was the Isleys’ 1973 version that made the song famous (Billboard #6 that year). By then, younger brother Ernie Isley had joined the group, and it’s his fuzzed-out guitar that’s the hook in that version. For that release, the lyrics were embellished, and the superior recording quality reflects the improved technology of the day. Neither of the Isleys’ versions featured a key change, however!

Donald Fagen (of Steely Dan), Michael McDonald (of the Doobie Brothers), and Boz Scaggs toured as The Dukes of September from 2010 to 2012, playing hits from their own bands and some of their own favorites, like the song here. Guitarist Jon Herington, who had recorded and toured with Steely Dan, manages to capture the flavor of Ernie Isley’s solo in this performance at Lincoln Center in 2012.

In the Dukes’ version, there’s a half-step modulation at 2:36 — although this shift seems bigger due to an interruption of the groove, some unexpected kicks, and flourishes from the horn section.

Carole King and James Taylor | Up on the Roof

“By the 1960s, decades after Tin Pan Alley had moved from its original location on Manhattan’s West 28th Street and become a catchphrase for the popular music industry as a whole, writers such as the stellar team of Carole King and Gerry Goffin were mining the same escapist concepts, but updating them with a hint of postwar anxiety… (American Songwriter). ‘Up on the Roof,’ a hit for the Drifters in 1962, remains one of the most enduring songs of the latter-day Tin Pan Alley period (when writers labored at the Brill Building and other sites along Broadway), if only for its lushness of melody and lyrical sophistication. ‘At night the stars put on a show for free’ … In a manner similar to that of the first Tin Pan Alley writers, Goffin and King honor the tradition of quick recognition through tunefulness: hit songs, during the Brill Building era, needed to be heard just once to be remembered.

But ‘Up on the Roof’ also evinces a quiet sense of sadness, an urban dissatisfaction that moves beyond anything conceived by the rose-spectacled Tin Pan Alley writers of the early 20th century. Inspired, perhaps, by the realism of works such as Rebel Without a Cause and West Side Story, King and Goffin view modern Gotham as a place of chaos and potential strife: ‘people are just too much for me to face…I get away from the hustling crowd.’ For these city dwellers, escape is not just a goal but a necessity. The difference—from the perspective of songwriting technique—is that listeners are allowed to visualize the beauty of the flight ‘to the top of the stairs’ along with the reasons for making it … Hard, unsparing reality could be saved for Bob Dylan and the new generation of singer/songwriters who arrived in his wake.”

James Taylor’s 1979 album Flag featured his cover of the tune, which performed well as a top 40 single. Reflecting on his first years of work with King starting in 1970, Taylor remembered: ” … Carole and I found we spoke the same language” (The Guardian). “Not just that we were both musicians, but as if we shared a common ear, a parallel musical/emotional path. And we brought this out in one another, I believe.” It’s all the more powerful to hear Taylor and King collaborate on this live duo version of the tune (2010). The duet finds them shifting between her best key and his — while adding a surprising new dimension with the connective tissue. King begins in C major, followed by a shift to the F major (the same key as Taylor’s studio cover) at 1:15, then back to King’s C major at 2:22, then finally settling into F major at 2:45 for the balance of the tune.

for Shayna

For reference, here’s the 1962 original:

T-Pain | Best Love Song

“Best Love Song” was released as the first single from American singer/rapper T-Pain’s 2011 album Revolver. It features singer Chris Brown and the R&B group Once Chance. It reached the 33 spot on the Billboard Hot 100 and was used in the premiere of the TV show Hart of Dixie.

Beginning in G, the track shifts up to A at 2:50.

Justin Bieber | That Should Be Me

Canadian singer Justin Bieber makes his MotD debut with “That Should Be Me,” the final track on his first studio album, My World 2.0, released in 2011. The song, which was co-written by Bieber, Nasri Atweh, Luke Boyd, and Adam Messinger, debuted at ninety-two on the Billboard Hot 100 chart. The lyric portrays the singer pleading with his lover to take him back.

The tune begins in C minor and transitions to the relative major, Eb, for the chorus at 0:41. There is a full modulation, up a half step to E major, coming out of the bridge for the final chorus at 2:34.

Burt Bacharach | The Look of Love (feat. Diana Krall)

We usually wrap up our week with an up-tempo rock or dance tune, but this week we’ll continue to look back at the singular career of legendary songwriter Burt Bacharach, whose work has been a frequent feature on MotD. Bacharach’s work not only featured a broad harmonic vocabulary — including plenty of modulations. It generally stepped lightly through complex harmonic and meter transitions which only fully came to light after several listening sessions, rarely “telegraphing” themselves in advance. Bacharach generally avoided cliché half-step or whole-step key changes; rather, he favored transitions between closely-related keys, which don’t hit the listener like a brick upside the head, but a bit more like the sun gradually peeking through the clouds. He hid all the seams and made the final result sound effortless.

Bacharach studied composition with composer Darius Milhaud, one of the members of the informal but influential guild of progressive French composers, “Les Six.” Key changes and meter changes were not special effects for Bacharach, but rather organic tools for expression. Composer/pianist Ethan Iverson reports that Milhaud “told Bacharach that he shouldn’t worry about dodecaphony and keep composing those nice melodies.”

Iverson continues: “In his 60s songs, Bacharach undoes conventional pop from deep underneath the surface. ‘Hooks’ are almost always a bit asymmetrical, but Burt’s are truly lopsided. In the background of his radio-friendly hits, there is an echo of bebop logic, an echo of Schoenbergian logic.” Lyricist Hal David, Iverson suggests, “searched a surreal and overcast meadow for unexpected rhyme and reason.” Iverson continues by saying that jazz musician Dave Frishberg, when learning to write memorable themes, studied “the ‘4 Bs’: The Beach Boys, the Beatles, Brazilian, and Bacharach. (‘Brazilian’ means Jobim, Gilberto, Mendes, etc.)”

“The Look of Love,” originally released by Dusty Springfield in 1967, was covered by jazz vocalist/pianist Diana Krall for a 2012 performance at the White House as part of the In Performance at the White House | Burt Bacharach + Hal David: The Library of Congress Gershwin Prize for Popular Song PBS broadcast in May 2012. While Bacharach was present for the performance, Krall’s emotional mention of David hints at the ill health of the lyricist, who lived only a few more months. Krall’s version of the #22 US pop hit, which features plenty of “Burt-isms” in her piano work, is in Bb major overall, but shifts to Bb minor from 3:59 – 4:10. The modulation is situated in the heart of an outro that seems lit only by hushed twilight (3:59 onward), during which Krall communes with her bassist as the two negotiate the subtle ritardando that brings the tune in for a landing. The final Bb major tonic chord rings out at 4:10, complicated by the quintessentially Bachrachian #11 tension Krall repeats several times.

Carly Rae Jepsen | Curiousity

“Curiosity” is featured on Canadian singer Carly Rae Jepsen’s eponymous 2012 EP. The track has a similar feel to “Call Me Maybe,” Jepsen’s breakout hit from the same EP. “[Curiosity] brings the same lighthearted vibe while touching on a more personal note,” said critic Jen Appel. “This song encompasses the feelings of a girl fighting to keep her relationship alive while struggling with the ever-present curiosity of “what ifs.”

The tune begins in E and shifts suddenly up to F# at 2:12.

Robert Glasper (feat. Ledisi + Gregory Porter) | It Don’t Matter

“Robert Glasper’s 2012 album Black Radio was a groundbreaking collection that combined hip-hop, R&B, jazz and more into a diverse yet cohesive package … (SoulTracks.com). It was justly honored with the Best R&B Album award at the 55th Grammys, recognizing both its ambitiousness and its near flawless execution. It also begat the critically acclaimed Black Radio 2 a year later.”

“Glasper has released two albums of what you might call neo-soul, or maybe organic R&B, featuring a core band (The Robert Glasper Experiment) and guest stars like Erykah Badu, Lupe Fiasco and Norah Jones. Black Radio and last year’s sequel, Black Radio 2, aren’t heard much on ‘urban’ radio, but the point is that they ought to be,” (NPR Music). “Glasper builds his songs with old-school values: singers and MCs who don’t need software to carry a melody, improvising within a band, hand-building beats and vamps with live instruments.”

After a start in Bb major, the bridge of this slow but cutting ballad shifts to Bb minor from 2:50 – 3:24 before reverting to the original key.