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Notes on "I Should Have Known Better"

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This article is from Alan W. Pollack's groundbreaking series "Notes on the Beatles". Links in the orginal article is written in this colour: index to the series, while links I have added appears as standard links. Go here for more information on my site about the song

Notes on "I Should Have Known Better"

KEY G Major


FORM Intro -> Verse -> Verse' ->
                Bridge -> Verse -> Verse (Guitar Solo) -> Verse' ->
                        Bridge -> Outro (fadeout)

General Points of Interest

Style and Form

You would think that "I Should Have Known Better" is a relatively straightforward Beatles song, especially in comparison with either of the two we most recently looked at together, "... Jude" and "...Money." If you look closely enough at this one, though, you find a number of ways in which The Boys simply refuse to just play it straight.

For starters, the form is an unusual, even strange, variation on the more standard two-bridge model, the novel features being the appearance of three verse sections in a row between the bridges (the middle one of which is an instrumental), and the segue of the second bridge directly into the outro without a verse section intervening.

In addition, we run into, for the first time in this series, a situation where the two verses that precede a bridge section are subtly modified in order to effect a smoother formal transition. While this procedure is definitely not the default of the genre, neither is it all exceptional. Browsing through the Beatles canon, we find the following other examples, and the list here excludes cases in which a verse variant is used for purposes other than smoothing the bridge transition (such as only to smooth the transition to the outro, or simply for the heck of it):

The list is clearly dominated by John, and in spite of a couple relatively early examples, the big crush appears around the Sgt.Peppers album.

Four of the verses have lyrics with an overall repeat scheme of ABCB. In other words, the verses before each bridge share the same lyrics. The "text" of this song pervasively incorporates trademark Beatles wordplay on phonemes ("hey-hey-hey," "woah-woah," "So-oh," and "tooooh -ooh-ooh-ooh, oh") and immediate repeating of short trite phrases ("and I do," "can't you see," and "give me more.")

Melody and Harmony

The Verse melody covers the narrow range of a 6th, mostly noodling on the top 4 notes, but still asserts an ascending gesture overall. The most distinctive thing about this melody is the manner in which the unusually long sustained note at the beginning on the open vowel, "I," is immediately followed up by a rhythmically active, syllabic setting for the rest of the way. In two out of the three verses, the long vowel sound is exploited toward the end of the section, as in "and I do" and "can't you see." I wonder if the exception to this, "give me more," is merely random or an intentional avoidance of foolish consistency.

The Bridge's melodic line over the course of its four phrases creates a lovely arch shape, with the obvious climax on that upward falsetto flip in the third phrase. The fairly large amount of melodic ground covered by this (a 10th!) bridge is in contrast to the more restricted pitch range of the verses. This bridge melody is quite distinctive in its own right from the way in which each of its four lines end with an open vowel, most of which are set melismatically (i.e. with the vowel sung over a succession of pitches).

The chords used are relatively small in number are all garden variety. The key scheme features a short-lived modulation to the relative minor for the bridges.


The backing arrangement, dominated by acoustic guitar, electric lead, light drumming, a melodic, almost hyper-active bass which is mixed relatively far back, and, of course that bluesy harmonica, is rather homogenized throughout.

John gets the lead vocal honors, double tracked most of the way through except for an exceptional break in the second bridge.

Section-by-Section Walkthrough


A number of musical elements which ultimate characterize the entire song are immediately presented in the short and simple four-measure introduction:

        ----- 4X --------
        |G D |
G:  I V

The alternating I-V chord pattern is to continues (sic!) beyond the intro through no less than five measures of the verse and comes back again for another two measures at the end of that section.

The bluesy harmonica is right there on the downbeat with an 'E-F-E' melodic pattern that creates a series of piquant dissonances against the recurring D chord in the accompaniment; the 'E' on the downbeat making a nice 9th, and the F-natural neighbor tone making a class-A cross-relation against the F-sharp of the chord beneath.

It's also interesting to follow the intermittent use of this harmonica throughout the song. You walk away from a casual listen thinking it's always there but, do trace it carefully and note how, with the exception of the guitar solo section, it is actually used rather sparingly, its primary function being to introduce each verse in turn; illustrating yet another basic compositional principle: in matters of sharp spice, a little goes a long way.


A most unusual feature of "I Should Have Known Better" is that the verses come in two variants; those that are followed directly by another verse (as are the first, third, and fourth) are characterized by a ten-measure length and a "closed" harmonic shape; i.e., entirely in G Major, both beginning and ending essentially on the I chord:

        |G D |G D |G D |G D |
G:  I      V       I V  I V  I V

        |G D |e - |
         I V        vi6    vi

        |C  |D  |G D |G D |
         IV   V    I V        I      V

From the phrasing of the words, as well as the melodic structure, you see that the ten measures are meant to be parsed as 6 (actually 4 + 2) + 4. Those seemingly "extra" middle two measures ("that I would love everything that you do") with their repeat of the melody from the preceding two measures create a rhetorical, free verse feeling.

The slowing of the harmonic rhythm in measures seven and eight adds nice ballast, just as the return of the I-V oscillating harmony in measures nine and ten adds symmetry.

The closed harmonic shape is reinforced by the melody, which hovers around a relatively restricted choice of pitches.

Coloristically, the melodic emphasis on the note 'e' not only extends the presence of the D9 sonority already heard in the intro, but also creates a pervasive added-sixth chord on G.

Measure six features the rare occurrence in this genre of a chord in non-root position; the e chord is sustained through the entire measure, with a bass line which descends from G down to E, placing the chord at the beginning of the measure in the so-called "first" or "6-3" inversion.

And, of course, there's no harmonica here, except in measures nine and ten, where it introduces the next verse.

The guitar solo is also built on this primary verse form. The solo, by the way, being a repetition of the original melody with just the slightest hint of embellishment, is a good example of what has become a dying breed.

The solo ends with a surprise touch: the melodic leading tone of f# near the end of the solo, instead of being resolved up to g, is followed by an added-sixth G chord with an e on the top.

Note how this solo section is the only one in which the harmonica continues its ostinato pattern all the way through a verse, creating some strikingly dissonant tone clusters against the melody of the guitar; in particular, against that added-sixth chord at the end.


A Verse' variant is used for those verses (i.e. the second and the fifth) which lead directly into a bridge section, and is characterized by an eightmeasure length and an "open" harmonic shape; i.e., starting in G major but leading to the key (actually ending on the V chord) of the relative minor key of e:

        |G D |G D |G D |G D |
         I      V       I V  I V  I V

        |G D |e - |C  |B  |
         I V        vi6    vi     IV
                           3         e:  VI              V

This variation is notably identical to the primary verse right up through measure 7.


The bridge is an unusually long and well-developed sixteen-measure section of four different phrases, starting in the key of e minor and eventually modulating back to the home key of G Major via a pivot on the C chord in the ninth measure:

        |e |C |G |B  e |- |G |G7 |
      e: i  VI  III  V        i   III  V-of-VI

        |C |D |G |e  C |D |G    D   |G    D   |
      e: VI
      G: IV  V  I  vi    IV  V  I    V    I    V

The arrangement introduces the electric guitar in the bridge for the purpose of underscoring the first beat of every measure with a single strummed chord. Note that this effect actually begins on the last measure of the previous verse, somewhat smoothing over the "seam" between the second verse and the bridge.

The harmony subtly teases you when it dips down to the e chord in measure twelve, just when you think you've fully turned the corner back toward G.

The harmonica, true to form, returns in measures fifteen and sixteen to herald the arrival of the next verse.

The only difference between the two bridges is the sudden shift in the second one, for the first and only time in the entire song, to a single track recording of John's voice. As an example of the sort of attention paid to fine detail, note how the double tracking is restored just for an instant in order to reinforce the falsetto flip.

This section is perhaps the high point of the song because of the single tracking; it still has the power to stop you in your tracks. Based on rough outtakes of other Lennon songs from this period (e.g. "A Hard Day's Night" or "I'm A Loser"), I'm tempted to argue that John was more usually double tracked, not because he didn't sound secure enough without it, but, quite the opposite, because in single track mode, he almost sounds *too intense*.

If you doubt the capability of this sound to awaken little spikes of whatnot in its listeners, I recommend you take a peek at the performance of "I Should Have Known Better" in the baggage car scene of the AHDN film. Keep a lookout for exactly where in the song that Patti Whatsername covers her eyes of blue with her long blonde hair because it (John's single track singing) is all too much :-)


The second bridge is followed by an outro which fades out with the same musical pattern and arrangement of the intro, this time, with the voice added.

Some Final Thoughts

Underlying all the other structural and harmonic details discussed above, there is a pervasive use in this song of syncopated accents on the last eighth note of the measure; if you count along very quickly in tempo, you'll find this accent on the offbeat of "four-AND." This subtle element not only helps unify the song, but also underlies the extent to which you might say that this song "swings" or conveys a "passionate subtext."

I don't want to spoil the party for those who like to go digging for such details on their own, but I promise you that this syncopation is to be found all over the song, and it is always nicely foiled by the steady unsyncopated rhythm of the backing track.

Just a few examples to get you jazzed for further study: the harmonica part starting in the second measure of the intro, the first entrance of the voice part on the word "I", the end of each phrase of the verse (e.g. on the words "you" and "do" in verse one), and of course my favorite, the very top of the falsetto flip.

Oh well, I went into this one expecting to find something close to a standard formula, and boy, was I surprised. But then again, I suppose I should have known better. (Ooops, time for me to cover *my* eyes of blue.)


Alan (

Copyright (c) 1990, 2000 by Alan W. Pollack

All Rights Reserved

This article may be reproduced, retransmitted, redistributed and otherwise propagated at will, provided that this notice remains intact and in place.

These articles were originally posted in the News Group The content from this newsgroup is archived at, and Alan W. Pollacks "Notes On" series can be found at

. I used to link to the versions published in Soundscapes before I decided to include them on my own site.

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Arranged by The Beatles

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