This week, Tony and I explored the ii-V-I! The ii-V-I, or 2-5-1, is a type of harmonic progression known as a cadence. Cadences are sequences of two or more chords used to conclude a passage, section, or song; they are a kind of musical punctuation. The ii-V-I is a sequence of three chords that has appeared across Western music since J.S. Bach (and before!), but on the show this week we limited ourselves only to popular music in order to explore the function and the fabric of the cadence.
Autumn Leaves & The Beatles
Autumn Leaves is an English-language adaptation of a French song, Les Feuilles mortes (The Dead Leaves) composed by Joseph Kosma in 1945. The original French lyrics were written by Jacques Prévert, and were (loosely) adapted to English by Johnny Mercer (Moon River, Days of Wine and Roses, etc.) in 1950. Mercer‘s lyrics are only vaguely related to the French original. The song remains a popular way for beginner jazz musicians to become acquainted with jazz harmony, as the chord progression consists almost entirely of ii–V–I cadences (it is also an example of the ‘circle of fifths’ progression). Pianist Roger Williams (born Louis Jacob Weertz) recorded Autumn Leaves in 1955, and his recording became a number one hit in the U.S. in 1955. Willliams‘ recording was the first piano instrumental to reach number one, and remains the best-selling piano record of all time. Nat King Cole recorded Autumn Leaves in 1955, and the single was used in the 1956 film Autumn Leaves, whose title was inspired by the song, and appeared in the 1955 re-release of Nat King Cole Sings for Two in Love. The song remains a jazz classic, and has been recorded about 1400 times. Notable recordings include: Bing Crosby (1950), Doris Day (1956), Frank Sinatra (1957), Duke Ellington (1957), Bill Evans (1959), John Coltrane (1962), Miles Davis (1964), and Sarah Vaughan (1982).
Here There and Everywhere was released by The Beatles in 1966 on their seventh studio album Revolver. The song was written by Paul McCartney, and credited to the Lennon–McCartney writing partnership. McCartney has said that Here There and Everywhere is one of his favourites, and has often cited The Beach Boys‘ God Only Knows as a source of inspiration for the song – this influence is heard mainly in the vocal arrangement. The song opens with a I–iii–♭III–ii–V7 -I chord progression, where a♭III (flat three, or B-flat in this case) is used in place of a vi chord. Frank Ocean later interpolated Here There and Everywhere on his song White Ferrari from his 2016 album Blonde, for which the Lennon–McCartney partnership was given a songwriting credit.
Queen & Inner Circle
Seven Seas of Rhye first appeared on Queen‘s self-titled debut album in 1973, before reappearing in its final version on the follow-up album Queen II in 1974. The completed version served as the band’s third single, and became their first hit after they performed it on BBC’s Top of the Pops in February 1974. Seven Seas of Rhye eventually reached number ten on the UK Singles Chart, which became the catalyst for Freddie Mercury to take up Queen full-time. The song is inspired by the fantasy world of Rhye that Mercury and his sister Kashmira Bulsara invented when they were children. The title hook ({“Bring before me what is mine, the seven seas of Rhye”) is accompanied each time by a strong ii-V-I cadence.
Sweat (A La La La La Long) is a 1992 song by Jamaican reggae fusion band Inner Circle, who are also known for Bad Boys (1987). Inner Circle were formed in Kingston, Jamaica in 1968 by brothers Ian Lewis (bass) and Roger Lewis (guitar), and have explored reggae, reggae fusion, pop, R&B, and soul in their (over) fifty-year career. Sweat (A La La La La Long) was released as the lead single from the band’s twelfth album Bad to the Bone, and was written by the Lewis brothers. The song was a number one hit in Belgium, Germanyt, the Netherlands, New Zealand, Portugal, Switzerland, and Zimbabwe, and reached number sixteen on the Billboard Hot 100. Sweat is built mostly from a I-vi-ii-V(-I) chord loop, a popular progression also heard in (for example) Pretty Little Baby by Connie Francis (1962), Between the Devil and the Deep Blue Sea by George Harrison (2002), and Give Me Novacaine by Green Day (2004).
MARINA & SZA
MARINA released Primadonna in 2012 on her second studio album Electra Heart. Welsh artist MARINA, formerly known as Marina and the Diamonds, came to prominence when she placed second in BBC’s Sound of 2010. She subsequently released her debut album The Family Jewels (2010), which entered the UK Albums Chart at number five and was certified gold by the British Phonographic Industry. Electra Heart is a concept album that details a recent breakup and explores female identity; the title character “Electra Heart” portrays four female archetypes in the album: “Teen Idle”, “Primadonna”, “Homewrecker”, and “Su-Barbie-A”. Primadonna uses the same I-vi-ii-V-I progression heard in Sweat above.
Kill Bill is the fifth single from SZA‘s second studio album, SOS (2022). The song was SZA‘s first number one on the Billboard Global 200 and US Hot 100 charts. Kill Bill initially spent eight weeks at number two on the Billboard Hot 100 before an April 2023 remix with Doja Cat propelled the solo version to the top of the chart. The song is titled after the Kill Bill films by Quentin Tarantino (2003–2004), a martial arts duology that centers on Beatrix “the Bride” Kiddo and her former lover named Bill. The guitars, bassline, and flute heard in Kill Bill were all sampled from a Prophet-6 synthesizer, and the production is heavily influenced by the boom bap subgenre of hip hop. The song is built around a four-chord loop Bbm-Eb-Ab-F. It was nominated for three awards at the 66th Annual Grammy Awards, won Song of the Year at the 2024 iHeartRadio Music Awards, won Top R&B Song at the 2023 Billboard Music Awards, and also won Video of the Year at BET Awards 2023.
Crescent City Blues vs Folsom Prison Blues

Our soundslike this week told the story of Johnny Cash‘s 1955 hit Folsom Prison Blues, which was adapted from Gordon Jenkins’ 1953 song Crescent City Blues, which was itself adapted from Little Brother Montgomery‘s 1936 original.
ii-V-I Quiz
For our quiz this week, you heard famous ii-V-Is played backwards – guess the artist and song!
As always, find the show and blog at joebennett.net/5live, with occasional Instagram extras at @joebennettmusicology. With a new show comes a new Spotify mega-playlist, which contains all songs featured on the show:
And you can still listen to our old mega-playlist here.
- Words: Joe Bennett, John Pierce O’Reilly
- Audio production: Joe Bennett, Rafi Waters

Recent Comments