A Logical Look at Layla’s Modal Mixture Madness

layla eric clapton chords

A Logical Look at Layla’s Modal Mixture Madness

Eric Clapton’s “Layla,” which was originally made famous when Clapton was a member of the band, Derek & the Dominos, features a lot of chords that don’t all fit together into one key. In this free guitar lesson, you take a look at how the use of key changes, harmonic minor, modal interchange, and voice leading all come into play to make a group of unrelated chords fit together in a musically agreeable way.

Layla Intro Chords

The song’s opening chords are straight forward and easy to follow. Dm-Bb-C-Dm are straight out of the F major scale. By number these chords are vi-IV-V (6 4 5). Because the progression centers on a minor chord, the 6th degree, Dm, it’s more accurate to name this scale after the 6th mode, D Aeolian mode, which is better known as the D natural minor scale. When you count the tonic pitch, D, as 1, then the progression is numbered i-bVI-bVII (1 b6 b7). Take a look at how the scales,  chords, and numbers break down below.

F Major Scale
1 2 3 4 5 6 7
F G A Bb C D E
F Gm Am Bb C Dm Emb5
I ii iii IV V vi viib5

D Minor Scale
1 2 b3 4 5 b6 b7
D E F G A Bb C
Dm Emb5 F Gm Am Bb C
i iib5 bIII iv v bVI bVII

Layla Verse Chords

When the singing begins, the music takes a turn by changing keys. You move a half-step down from Dm to C#m, which is relative to E. The progression here is C#m-G#-C#m-C-D-E-E7. In the C# minor/E major scale, the G# is naturally a minor chord, but in this case it’s played as major, which creates a harmonic minor push to C#m. By number this is i-V-i (1 5 1). From here the goal is to switch the focus of the music to E, and it’s done by way of modal interchange using the chords C and D, which are borrowed from the E minor scale. By number, the chord changes C-D-E are bVI-bVII-I (b6 b7 1).


The motion of bVI-bVII-I is sometimes called the “Mario” cadence because of its use in the Mario Brothers theme music. You also hear the changes C-D-E in Tom Petty’s “Running Down a Dream.” See level two in the Fretboard Theory book and video series.

With the music now centered on E, you follow a circle of fifths/fourths movement diatonically using the chords F#m-B7-E-A, known by number as ii-V-I-IV (2 5 1 4). Prior to this group of chord changes, you play an E7, which, with its b7th, D, is not diatonically drawn from the E major scale. You can think of this chord as an example of voice leading, with the D natural note in the E7 chord providing half-step movement to the C# note in the F#m chord. This section ends on A, which provides a harmonic minor push back to Dm and brings the music full circle back to the original chord progression.

Layla Outro Chords

In the original recording’s final section, yet another key is introduced as the piano uses alternate bass notes, added chord tones, and a bit of voice leading along with various forms of C, F, and Bb. This section mixes notes and chords from C major (C and F chords) and C Mixolydian mode (Bb chord), with the latter drawn from the F major scale. But wait! There’s more! The Outro eventually moves to an Am chord and features chords drawn from the A minor scale, A harmonic minor scale (which features an E7), and even the A Dorian scale (that’s where the D major chord and its F# note come from).

Modal Mixture Madness

Modal mixture, also known as modal interchange, is a composition technique that mixes notes and chords from parallel scales, for example, E major scale and E Mixolydian scale. This concept, along with key changes, borrowed chords, voice leading, circle of fifths, and harmonic minor, is covered at length in my Fretboard Theory guitar theory program. But before you jump into advanced levels of music theory like this, be sure to first know the fundamentals as they relate to guitar scales, chords, progressions, and modes, as taught in the early chapters of Fretboard Theory.

layla eric clapton chords

Comments ( 3 )

  • Narida bell

    Thanks Desi, your explanation filled in all the gaps and gave me a few laughs along the way. It will probably take me a year to clear book one but I am enjoying every step and playing some lead along with your suggested songs. Terrific fun!
    Preparing for a blues festival next Easter in Queensland Australia.

  • Christopher Kwashuk

    Love your lessons and your book. Keep up the encouraging work. We all appreciate your efforts and talent.

  • Jim Meade

    Desi, I bought the books after I saw you on live with Steve Krenz one night. I think they are great and I just ordered a second copy for my son. I’m enjoying your short Facebook lessons.