Sophistication Beneath the Pretty Surface: The Beatles “Penny Lane”

The Beatles: Magical Mystery Tour

So between John Lennon and Paul McCartney, it is commonly thought that John is the more experimental, “out there” one while Paul wrote more traditional pop tunes.  While there’s some truth to that, Paul was no stranger to adventurous songwriting, and beneath the sweet façade there are some sophisticated moves going on.  In fact I look at this song as a fine example of truly mature songwriting — adding unexpected twists and turns while remaining highly accessible, hooky and tuneful.   That’s much harder to accomplish than making complicated songs sound, well, complicated.  Let’s examine those deft touches to see what we can learn from the master at work.

Smooth Chord Changes

The song’s structure itself has no surprises, it’s essentially a verse-chorus song without a bridge.  But look at the verse chord progression which looks rather complex:

B C#m F#7
B Bm7 G#m7b5 Gmaj7
F#sus F#7 F#sus F#7 E

The first line goes down just fine, a standard I-ii-V progression, and the tempting thing would be to repeat that for the second half.  But instead he chooses the Bm7-G#m7b5-Gmaj7-F#sus series, which looks hairy on paper but a closer look will reveal that he was mainly trying to go down from B to F# by having sliding bass notes beneath a relatively subtle changes on the upper notes.  It’s a fairly common move on the piano, to have the right hand play the same chord but change the bass note.  Look at the notes making up these chords:

Bm7: B-D-F#-A
G#m7b5: G#-B-D-F#
Gmaj7: G-B-D-F#
F#sus: F#-B-C#-E

Notice that from the first chord to the third chord you can retain the B-D-F#, it’s just the bass note has to move from B-G#-G.  F# is slightly different in terms of notes but that’s the destination/arrival and getting there feels really smooth thanks to all the chords making each transition minimal in terms of the actual change.

Key Change between Sections

But despite the strong emphasis on F#sus-F#7 repeating and setting up a dominant tonality, Paul throws another twist by not resolving that back to B and going down to E.  Going from V to IV isn’t uncommon but it comes across as a twist when the V is emphasized so much. And that E sets up the key change in the chorus to A, which is:

A A/C# D (x2)

There are three ways to switch keys mid-song: common-chord, common-note, and direct transposition.  This is an example of the common-chord transposition, because E is the IV chord in the original key of B but V chord in the new key of A.  So the origin and destination keys share this chord, and using it as a pivot to switch key again come across fairly smooth.  Then the song switches back to B using F#7 as the V chord back to I.  F#7 isn’t in the key of A but F#m is.  So again it doesn’t stand out as a move totally unexpected.

Rhythmic Motifs to Create Contrast

The song’s verse-chorus pair has a strong contrast with each other and that’s also evident in the rhythmic motif used in each section’s melodies.   The verse melody is a string of fast dotted rhythm (dotted eighth-sixteenth) while the chorus utilizes more leisurely pacing, relying on a dotted quarter followed by three eighth notes.  This fast/busy verse to more open and flowing chorus contrast is absolutely critical in making this pair bearable to listen to three times in a row.  Less sophisticated songs need a bridge after the 2nd verse-chorus pair to give it a breath of fresh air, but this song is so interesting just between verse and chorus that it really doesn’t need that.  Just for an added twist the 2nd half of the 2nd verse is a solo, but harmonically this song is verse and chorus repeated three times straight.


In short, there are a lot of sophistication beneath the catchy, poppy melodies, which gives this song the kind of interest that stand up well to repeated listening.  In fact, this is like the golden combination — it has features that grab listeners’ attention, but it also offers depth that keep them listening.  Many pop songs are catchy but you quickly get bored with it because it doesn’t offer this kind of sophistication beneath the surface.  And more complicated songs tend to come across less approachable and listeners have to get to know the song a bit before being able to appreciate it.   A truly mature songwriter can incorporate both aspects into a cohesive blend, and this song is a great example of that.