Steely Chords: The Pretzel Logic Behind Steely Dan's Signature Voicings and Chord Progressions

March 16, 2017

Besides earning enduring kudos for their memorable melodies, delightfully sardonic lyrics, impeccable studio productions, and an ever-changing roster of stellar guest guitarists, Steely Dan’s dynamic composing-arranging duo of keyboardist and vocalist Donald Fagen and guitarist and bassist Walter Becker have always been revered and celebrated for their highly inventive harmonies and chord progressions, which virtually define the band’s sound.

In the Dan’s guitar world, key colorations are added to common tonalities, parallel “slash chords” (chords played over different root notes, as indicated by a diagonal slash in their name) drift around the fretboard like constellations, and common tones link unlikely chordal companions. All of this collides with more traditional progressions in a beautiful mélange of harmonic ecstasy. Interested? Read on as we enter the inner sanctum of steely guitar sonorities.


We begin with the legendary “Mu” major chord (pronounced “moo”), named after the Greek lower-case character for the letter “M” (not on my keypad, though!) and heard throughout the Steely Dan catalog. Essentially a major triad with an added 2, or 9 (the same note an octave higher), the Mu chord has been described by Walter Becker as a way to enrich the sound of a major chord without making it sound like a “jazz chord.” To form a Mu major chord, simply add the second or ninth—in either case, the note a whole step above the root—to any major chord shape. The whole-step dissonance that occurs between the chord’s 2 and 3—F# and G# in the key of E, for example—is essential to the Mu chord’s (and Steely Dan’s) characteristic sound. (Tip: Check out its definitive description from Fagen, Becker, and 6-string alumnus Denny Dias in the introduction to Hal Leonard’s Steely Dan Songbook.)

Ex. 1a shows five stock major chord shapes that form the basic harmonic movement used during the verse progression to “Rikki Don’t Lose That Number.” Play D and A once each as whole notes, E for two whole notes, and then repeat D-A-E, substituting C# and B as half notes for the second E chord. This sounds close, but no cigar. For the real deal, use the same rhythms, but replace those major triads with the five Mu chords illustrated in Ex. 1b. Hear that? All we did was add an E to the D chord, a B to the A chord, an F# to the E chord, and D# and C# to the C# and B chords, respectively. You can barre the E and A Mu shapes and transpose them to any key, and yes, they’re stretchy and a bit painful at first, but practice will pay off.


Another signature structure rampant in the Dan’s repertoire is a major seven chord with its 3 replaced by a 2 or 9. The 2-for-3 sub once again creates a whole-step dissonance between the root and 2—a Mu major seven, if you will—while the 9-for-3 sub yields a more open-sounding, third-less major nine chord. Both can also be thought of as major-triad-over-bass-note slash chords. Ex. 2a depicts how to convert four common Gmaj7 voicings to Gmaj9(no 3), or, if you prefer, a D major triad over a G bass note, or D/G. (Tip: The triad is always a fifth higher than the root, which is always the bottom note.) Transpose them to all keys and try running them through intervallic cycles.


Before we go any further, let’s create a rhythmic reference library of sorts. Examples 3a-k catalog a variety of rhythmic motifs that we’ll be specifically applying to the following chord progressions.

For instance, the two pairs of chords in Ex. 4aBm-Am7(a.k.a. C/A), and G/F-C/F—can be broken up and glued to the rhythm from Ex. 3j, as shown in Ex. 4b to create a rhythm figure that recalls “Pretzel Logic.” Similarly, grafting Ex. 4c’s string of slash/major-nine chords to the rhythm from Ex. 3d gets you pretty darn close to another section of the same song. Dig the parallel harmonic motion by playing the first four chords twice at the rate of two per bar, followed by D/G-E/A-C/F-F/Bb, and then return to Ex. 4b’s groove.


The verse progression to “Josie” utilizes more parallel slash-chord voicings. Following Larry Carlton’s ultra-cool intro (See GP 6/16), the song settles into an E-minor-based groove similar to the one illustrated in Ex. 5a. Ex. 5b shows the IV-chord version—which eventually becomes interspersed with Mu major sevens. Here’s the formula: 1) Play the Em7 figure from Ex. 5a six times, followed by the four chords shown in Ex. 5c (G/D-F/C-D/G-C/F) at the rate of two to the bar, using the rhythm from Ex. 3d; 2) Play Ex. 5a twice, Ex. 5b once, and then add the three chords from Ex. 5d (F/C-D/G-C/F) as two quarter notes, plus a half note; 3) Play Ex. 5a once, followed by the first two chords in Ex. 5e (D/G-E/A), applied to Ex. 3b’s rhythm, then tack on one and one half bars of Ex. 5a, plus a C/F half note.

But we’re not done yet. To recreate the song’s chorus progression, use Ex. 3b’s half notes to play the first four chords in Ex. 5f (F#m7b5-B7#5-Em9-C/F), which emerge from Mu-land into more traditional, IIm7b5-V7#5-Im9 harmonic territory. Repeat the first three chords, but omit C/F and go directly to A7. The six chords shown in Ex. 5g complete the picture. Revert back to Ex. 3d’s rhythm for Am7-D9-Gmaj7-Cmaj7, lay on an F#7#9 for a whole note, à la Ex. 3a, and finish up with Ex. 3e’s four-on-the-floor quarter notes for B7#5#9.


Another harmonic strategy frequently employed by the Dansmen is common-tone voice-leading—maintaining at least one note during a chord change. Append 16 bars of the E7-based shuffle groove in Ex. 6a with the seven chords illustrated in Ex. 6b, applied to three rounds of the anticipated eighth-note rhythm from Ex. 3k, and you’ll hear a close approximation of the progression to “Black Friday.” Check out how the A-G6-F#7-G6 sequence features a common open-E string on top, and Ebm7-Dmaj7 share the same high Gb/F#. You’ll have to figure out the single-note lick that connects B7#5 back to Ex. 6a for yourself.

More commonality occurs between the three sets of major nine chords (with 3’s intact) paired with seven-sharp-nines rooted a half step lower that form the basis for the intro to “Peg.” The six grids in Ex. 7a give you all the clues you need—just play each chord as a whole note, à la Ex. 3a.

The unique 14-bar progression that inhabits the song’s verses can be simulated as follows. Start with the Cmaj7-Bm7#5 chords diagrammed in Ex. 7b, which are voiced with a common-tone G on top and function as a IV-I progression in the key of G (Cmaj7-G6/9/B). Set these to the rhythm from Ex. 3f, playing Cmaj7 twice using staccato phrasing, and then giving Bm7#5 its full value. Repeat six times before doing the exact same thing for two rounds of Ex. 7c’s parallel Fmaj7-Em7#5 voicings, which function as the IV chord. Maintain the same rhythm and return to Ex. 7b’s chords for two bars before moving to Ex. 7d’s Gmaj7-F#m7#5 V-chord figure and Ex. 7c’s IV-chord moves for one bar each. Wrap it all up with two more bars of Ex. 7b’s I-chord figure and you’ve got yourself a truly pan-diatonic 14-bar blues.


The Dan duo has undoubtedly borrowed a few harmonic strategies from earlier influences, as evidenced by the connection between the chordal riffs from “Memphis, Tennessee” and their own “Black Cow.” Examples 8a and 8b profile the sliding C6-C9-based grooves from both the former and the latter for comparison, but that’s where the similarities end. Play Ex. 8b one and one half times, and then fill out bar 4 with a half note A7#5#9—the first chord in Ex. 8c—on beat three. Proceed to the next three chords (Dm9[no 3]-E7#9-Bb/Eb), applying each one to Ex. 3a’s whole notes, and then go back to Ex. 8b’s C6-C9 figure and repeat the whole deal. After this second pass, tack on two bars of E11 (D/E), using the rhythm from Ex. 3h.

The chorus utilizes parallel slash chords, which could also be played as straight major sevens. Keep the previous rhythm going and segue directly to one bar each of the first four parallel mu major seven chords shown in Ex. 8d (E/A-D/G-G/CE/A). Repeat these four bars, but add a D/G quarter note on the fourth beat of bar 4. Connect directly to Ex. 8e’s F#m7 for two and a half beats, followed by E on the “and” of beat three, and two bars of the common-toned E6/9-Eb7#9 and Dmaj7-C#m7#5 pairings glued to the rhythm from either Ex. 3d or Ex. 3f.

Finally, we arrive at the title phrase, framed by Ex. 8f’s F#m7-Emaj7-Dmaj7 chords applied to Ex. 3f and appended with two bars each of D11 (C/D) and F11 (Bb/F), set to Ex. 3e’s upbeat eighth-notes, all of which paves the way back to Ex. 8b for a second verse and chorus. Groove long and prosper!

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