“There is really only one chord in the whole song. E… something”: A music professor breaks down the theory behind Sly & The Family Stone's Thank You (Falettinme Be Mice Elf Agin)
Following Sly Stone's passing, we explore how one of the funk icon's most enduring grooves turns minimal harmony into maximum impact

The brilliant and complicated Sly Stone has passed on, and in his honor, we’re taking a deep dive into his 1969 classic, Thank You (Falettinme Be Mice Elf Agin).
The song was written and produced by Sly, with co-lead vocals from the entire band: Sly’s sister Rose and brother Freddie, Cynthia Robinson, Jerry Martini, Greg Errico and Larry Graham.
Here's a killer live version from Soul Train in 1974, featuring funky wah-wah violin by Sid Page. The energy is intense even in grainy old footage on YouTube; I can only imagine what it would have been like to be in a room with this band.
Sly also re-recorded the song as Thank You For Talking To Me, Africa in 1971. That version is slower and with a much longer intro.
In his column The Number Ones, Tom Breihan calls Thank You a “pop song that directly rebels against the entire idea of pop music, while at the same time functioning as pop music.” While the groove is a guaranteed party-starter, the lyrics are dark and paranoid: “Looking at the devil, grinning at his gun / Fingers start shaking, I begin to run.”
While the groove is a guaranteed party-starter, the lyrics are dark and paranoid
Who is the “you” that Sly is thanking? Is he being ironic? I am going to focus on the music, but as I do, it's worth keeping the edginess and uncertainty of the lyrics in the back of your mind.
Aside from the gang vocals, the most immediately distinctive feature of Thank You is Larry Graham’s bassline. This the first recording to feature his slapping and popping technique: hitting low notes with the side of his thumb (the slap) and plucking high notes with his index finger (the pop). This sound has since become a core technique in funk bass. Graham tells the story of how he developed it here, dressed in a very natty white suit.
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You can read more about slap bass here. The important thing is that Larry Graham was not the first person to slap a bass; people have been doing that on upright since the dawn of jazz. Graham’s innovation was to combine the slap with the pop.
The Thank You bassline only uses three different notes: E, D and B, the tonic, flat seventh and fifth in the key of E. The magic is in the timing and articulation. You can figure out those notes in two minutes, but playing them with Larry Graham’s authority and precision takes years of practice.
The bassline also forms the core of the vocal melody and the guitar and clavinet parts. The song is extremely minimalist in its harmonic structure. There is really only one chord, E… something. Most charts give it as Em or Em7. The visionary pop musicologist Philip Tagg coined the term “one-chord changes” to describe this kind of song.
At the macro level, the harmony seems monotonous. At the micro level, however, there is a lot going on. Different instruments accent different notes at different times, some of which are more stable, some of which are less so. The push and pull of the chord tones and non-chord tones across different metrical positions creates constant tension and resolution against the seemingly static backdrop.
Most of the time, the instruments are playing notes from Em7: E, G, B and D. But sometimes there’s a quick D chord or G chord. The horns bend from E down to C-sharp, implying an A chord. You could maybe hear Bm being implied sometimes too.
Rather than think of Thank You as being in E minor or (sort of) E major, I prefer to think of it as being in the “key” of E blues
The biggest harmonic twist comes in the harmony vocals in the chorus. The melody is mostly on D and E, with the harmony part a third above it. Since we are in E minor, these thirds should be found within the E minor scale: F-sharp above D, and G above E. That is indeed what the band is singing on “Thank you for lettin’ be myself.” But then listen to the word “again.” On the second syllable of the word, they sing that top G extremely sharp. It’s so sharp, in fact, that it’s almost a major third, G-sharp. What is going on here?
I am not trying to argue that the Family Stone is singing out of tune. There’s nothing “wrong”-sounding about that chorus, and they sing “again” the same way every time. Are they maybe slipping into E major for one chord? Not really, because they aren’t singing a clear G-sharp, either; it’s somewhere in that zone between G and G-sharp. But why?
Rather than think of Thank You as being in E minor or (sort of) E major, I prefer to think of it as being in the “key” of E blues. This is not an official music theory term yet, though it is gaining wider use. In E blues, the third is not really major or minor, G or G-sharp. Instead, you use the entire pitch zone between G and G-sharp. Sometimes you use a “minor-ish” third closer to G, and sometimes you use a “major-ish” third that’s closer to G-sharp. On the Thank You chorus, the words “be myself” use the minor-ish third. The word “again” uses the major-ish third.
I am not trying to argue that Thank You is a blues song. But like all funk songs, Thank You does use the harmonic and melodic vocabulary of the blues. Tony Bolden explains this well in his book Groove Theory: The Blues Foundation of Funk. Blues harmony also appears in jazz, country, rock, hip-hop and dance music. The rhythms change, but those bent notes stay the same.
Thank You has been covered by seemingly every funk and R&B artist. Gladys Knight & the Pips’ recording is excellent.
Junior Mance does an instrumental version that begins with an essential hip-hop breakbeat.
Barry White turns Thank You into a slow jam, and even Soundgarden has taken a crack at it. I wouldn’t describe them as funky, exactly, but Chris Cornell’s singing is great.

The groove has also proved irresistible as a source of sampling material for hip-hop and dance music producers. Here’s Housing the Joint by Schoolly D.
Here’s Rhythm Nation by Janet Jackson - she credits Sly as a producer. (Janet’s brother Michael also uses a Thank You sample on this remix.)
Licensing audio samples can be expensive. It's much more economical to replay the Thank You bassline. That's what Brandy does on Sitting Up In My Room.
There are plenty of fun one-chord funk grooves, so why is Thank You so special? I think it's the latent darkness.
Musically, the song fits seamlessly into a party playlist along with Earth, Wind and Fire or Kool and the Gang, but then there are those lyrics. Again, who is Sly thanking and why? Why sing about fighting the devil and then list a bunch of his own song titles?
I can't pretend to understand Sly Stone's inner life. The documentary Sly Lives! (aka the Burden of Black Genius) gives its central argument right in the title. I also recommend the 500 Songs podcast, which tells the story of Sly’s life and career well.
That story is much too contradictory for me to make sense of, and that means that I can't fully make sense of the music either. Maybe the unsolved - and unsolvable - mystery of the music is what makes it sound so urgent and compelling even after all this time.
Ethan Hein has a PhD in music education from New York University. He teaches music education, technology, theory and songwriting at NYU, The New School, Montclair State University, and Western Illinois University. As a founding member of the NYU Music Experience Design Lab, Ethan has taken a leadership role in the development of online tools for music learning and expression, most notably the Groove Pizza. Together with Will Kuhn, he is the co-author of Electronic Music School: a Contemporary Approach to Teaching Musical Creativity, published in 2021 by Oxford University Press. Read his full CV here.
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