Ep. 53 – Steve Vai w/ Whitesnake “Now You’re Gone” (1989) + Lair of the White Worm (1988)

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In this episode, Carl King examines Steve Vai w/ Whitesnake “Now You’re Gone” (1989) + Lair of the White Worm (1988)

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Who Cares Anyway by Will York



I get a lot of music theory questions. And the question I get more than any other is: “what the heck is going on in the Pre-Chorus from ‘Now You’re Gone’ by Whitesnake?”

So this week, I’ll FINALLY answer that question. THEN, we’ll take a look at the related horror film, Lair of the White Worm. Here we go.   


I’m Carl King, and this is The Carl King Podcast, where EVERY WEEK, we learn about music, filmmaking, and the other creative arts. If you like this show, head over to Patreon.com/carlking, and join for just $1 or $5 per month. 

Or send a tip through PayPal or Venmo to username CarlKingdom. Special thank you to my Illusionist $51 level patrons, both Hank Howard III and Chewbode. 

Quick shout-out to my music endorsements: Vienna Symphonic Library, Fractal Audio, Ernie Ball Strings, Toontrack, and Millennia Media. Now let’s get this episode Beginned! 

Carl King The Human Updates

Just a few Carl King The Human Updates. And THEN we will officially get beginned.

1 – Last week I released a new SHORT video demonstrating Vienna Symphonic Library, and answering the question: “What is Stravinsky’s Petrushka Chord?” 

And within one day, it became my most viewed video of all time. As of right now it’s got over 28K views across Instagram, TikTok, and YouTube. This week we’re putting out another one, so stay tuned. I’ll put a link to those videos in the show notes. 

2 – My physical copy of “Who Cares Anyway” by Will York arrived this week. The book is over 500-pages, and explores the early history of Bay Area bands including one of my favorites: Mr. Bungle. 

My old interviews with the band members are referenced throughout the book, and I had NO IDEA that was happening until I read it. Mr. York also just released a related podcast interview with Trey. I’ll put a link to both the book, and the interview, in the show notes. 

3 – I’ve started writing my first official Creative Musician Course, called “What The Heck Is Music?” As of now, I’m estimating it will be two hours of video content, along with musical examples and simple notation. 

When it’s done, it will be available ONLY through Patreon. And in the meantime, subscribers can read the rough draft of the script which I just posted on Friday. And now, let’s get into this week’s Analytical musical analysis of the week. 


This week’s analytical music theory analysis of the week is… “Now You’re Gone” from Whitesnake’s 1989 album Slip of the Tongue. And that features Steve Vai on guitar. 

Today we’re going to focus ONLY the Pre-Chorus chord progression, which has BAFFLED countless listeners ever since it was first released. The examples you’ll hear and see on the screen are simplified for the sake of explanation. 

But to set the context, we need to know what comes BEFORE the Pre-Chorus. The VERSE, which also serves as the Song Intro, a safe, tonal chord progression in the key of C Major. 

C – G – Dm – G

Your basic I-V-ii-V. It is a VERY traditional progression you’ll hear in thousands or millions of songs.  

And now that we know the Verse is in C major, let’s dive into that mysterious Pre-Chorus. 


It has a VERY Simple, 3-note Bass Movement:

A – D – F

The A is held for 2 measures. And the D and the F are one measure each. Like this. (Count 4 measures) 

Now those bass notes alone would outline a D minor triad, and that really means nothing. It’s the unexpected Chords on top that we will pay close attention to. 

Measure 1

In measure 1, we have an Am and then an F over A. In A minor, that’s a minor tonic to a major submediant.

So these first few chords make sense to our ear. We’re in Am. 

But, notice that the F chord is in first inversion. Because the bassist, Rudy Sarzo, is staying on A for the entire measure. He’s playing what could be called a pedal tone, or a rock n roll pedal tone. The guitar changes chords, but the bass doesn’t. 

This is creating tense slash chords, where the triad in the upper voices is dissonant over the bass note. It’s a very Van Halen thing to do. But it also happens in Smoke On The Water by Deep Purple, from 1972. Coincidentally, David Coverdale was also in that band, but not during that time. 

Do you happen to know of an earlier music example of the Rock N Roll Pedal Tone? Classical music doesn’t count. But If so, let me know. 

The only other thing notable harmonically is David Coverdale’s vocals. He’s singing a G note as a pickup note to that first A note, making that first chord kind of an Am7.

Measure 2

Moving on to Measure 2. 

We have a similar situation. The bass stays on A. But the guitar now plays the chords:

A minor to G/A.

That’s sort of a G major chord with a 9th in the bass. 

Or an A chord with a 4, a b7, and a 9. That’s the notes:

A – G – B – D
1 – b7 – 9 – 4

And I don’t know what Jazz even is, so if you know the Jazzy name of that chord, let me know in the comments. 

The most obvious and easiest way is to think of it is G/A because that’s exactly what it is, in this song context. 

But overall, we are still in a straightforward, normal Minor tonality. That’s the minor tonic, moving to major subtonic. 

And once again, David Coverdale is singing a G note, which is the m7 over A.

Measure 3

Now, in Measure 3, this is where things get confusing. 

The bass guitar moves to the D note. It kinda SOUNDS like something important is happening. The progression is going off somewhere new. And they made that change have more impact by holding off changing that bass note until THAT CHORD in measure 3. 

And the guitar plays a D minor chord. Which makes sense. Because Dm is in the key of A minor. It would be a minor subdominant chord.

But the next chord is… Bb major over D? 

And something is happening here, because a Bb major chord, and even the Bb NOTE is NOT in the key of A minor. 

It messes with our ear. Because in the previous measures we already had the notes C and B natural. So having three notes chromatically in a row, that’s a hint something non-diatonic is happening. 

Now what would this chord be, theoretically, in the key of A Minor? It would be a “Flat, Major Supertonic.” But that chord does NOT exist in A minor. There is no Flat Major Supertonic in a minor key. 

This got me to thinking, AHA. We must be in A PHRYGIAN. Because in the Phrygian Mode, there IS a Flat Major Supertonic. 

That would mean that TWO WEEKS IN A ROW, we encounter a song in The Phrygian Mode. Since this song is from 1989, Secret Chiefs 3 must have been influenced by them. As Hermes Trismegistus said, “After This, Therefore Because of This.” 

But the problem with saying this Pre-Chorus is in A Phrygian, is that the G Major chord, the Major Subtonic doesn’t belong. In Phrygian that chord would have to be G MINOR. 

Well, something else must be going on. It took me a while of messing with these chords to realize that starting in Measure 3, they’re just plain old HARD MODULATING up a FOURTH to the key of D minor. 

So the chord progression in D Minor would then be D minor to Bb major. Minor tonic to Major Submediant. And that Bb major chord is Bb over D, or Bb major in 1st inversion. 

And to add to the color of that Bb/D, David Coverdale is singing the note G as a neighboring tone. Which is a Major 6th above Bb, resolving to F, the 5th of the chord. 

Cubase tells me that this chord is momentarily Gm7 over D. Because those notes in that moment would be G – Bb – D – F. But I would not bother thinking of it that way, because that G is really just a neighboring tone embellishment. Still, an important note, on a strong beat. 

Measure 4

Then in Measure 4, the bass guitar moves to an F note. And they again use that Bb note from the previous measure. Which is now the sus4 on top of F, played by the guitar. And that resolves down to a major third, A, in a simple F major triad. 

In the early demo version of this song, in this measure, guitarist Adrian Vandenberg played a simple rock n roll Bb Major to F. It seems when Vai recorded the parts, he blurred those two chords together, into a more ambiguous Fsus4 to F. 

So let’s sum up what happened. This Pre-Chorus has two measures in the key of A minor. And then 2 measures in the key of D minor.

Once that modulation became clear to me, I realized something else. The melody and chords are disguising… a i-VI-III-VII, or in the relative major, the vi-IV-I-V! Which has been jokingly referred to as The Sensitive Female Chord Progression.

It’s 4 measures of it, first two measures in A minor, and then 2 more measures of it up a fourth in D minor.

In fact, the melody COMPLETELY fits with the Sensitive Female Chord Progression. So let’s hear both. 

First, here’s the Whitesnake Version of the chords and melody. 

And now with The Sensitive Female Chord Progression. 

But notice how “clean and happy” the Sensitive Female Chord Progression sounds under it. Rather than all that tension and darkness and harmonic richness in the Whitesnake version. Here’s the Whitesnake version again. 

Here’s some trivia about the Sensitive Female Chord Progression. It’s also featured in the first few measures of the chorus of the song “Poison” by Alice Cooper. Coincidentally, a song related to Snakes. Although there, it’s in the keys of G minor and C minor. That same modulation of the Sensitive Female Chord Progresion, up a fourth. 

But anyway, that’s it for that mysterious Pre-Chorus. 

Did David Coverdale and Adrian Vandenberg know they were doing all of this, from a theoretical standpoint? I’m skeptical. It’s more likely they were rock n rollers playing it all by ear. But they must have had dang good ears. 

And to give you more of the songwriting context, for the Chorus they modulate AGAIN, to the key of D MAJOR. But it begins with the chord G major, which is the IV chord in D Major. And that transition is smoothed out, because the last chord of the Pre-Chorus is F major, and it simply moves up a whole step to G major. 

So to review, there are three parts to the song, all in different keys. 

The Verse is in simple C Major. 

The Pre-Chorus modulates to A minor and then up a fourth to D MINOR. And that’s a smart songwriting move because we’ve gone from a Consonant key to a Dissonant Key. Tension. 

And then to D MAJOR for the Chorus. We’ve released the tension and we are back to Consonance again. 

Consonant, Dissonant, Consonant. Sort of an ABA of tonality. Perfect for a power ballad. 

Now here are some Compositional / Songwriting Takeaways:

1 – Pedal tones and slash chords. To create tension, keep that bass voice – or bass guitar the same while changing the chords over top of it. It’s very Van Halen, and clearly also very Whitesnake.  

2 – If you have a standard, obvious chord progression, you can add harmonic richness and ambiguity by DISGUISING it. The melody can still outline those chord tones, but you can make the chords under it more murky and dense, while still in the same diatonic key.

3 – Throw in some non-chord tones, like neighboring tones and suspensions in the middle voices to keep the tonality from being so nursery rhyme major chord-y. 

4 – For different parts of a song, alternate between major and minor keys. That way you’re playing with tension and release on a macro level. 

5 – A song can never have too many modulations, or too many Steve Vai guitar parts. 

I love this entire Whitesnake album, Slip of the Tongue. I recommend you listen to it through headphones to hear all the details. 

But make sure it’s the original 1989 version. Even though the most recent “Deluxe Edition” has some rough mixes included, they also made some… seriously questionable edits to the main songs. In my own totally subjective personal opinion. 

And now, let’s get into This Week’s Analytical Filmmaking Analysis of the Week. 


This week’s Analytical Filmmaking Analysis of the Week is Lair of the White Worm, from 1988. Writed and Directored by Ken Russell. Based on the novel of the same name by Bram Stoker. And coincidentally watching this film is how David Coverdale came up with the band name Whitesnake.

I’m going to break down my observations on this film into THREE categories. 

1 – The Screenwritering
2 – The Cinematography
3 – The Implausibilities


First up, the Screenwritering. 

Now remember. Screenwritering is not just dialogue. It’s also the creation of the story. The characters, the location, the plot, the structure, the meaning. 

So my main observation is that the screenwritering of this story could have been “tightened up.” 

The first reason is, There are FOUR protagonists. Two women, two men. And there’s nothing all that detailed or distinct about any of them. Some of the characters could have been combined for both storytelling AND production efficiency. It could have been cut down to TWO protagonists. 

In several scenes, one or two of the characters are sent off to do something inconsequential like take a nap or have a sandwich, which is evidence we don’t need that many characters. Especially considering this is a PLOT-driven film. We don’t need that many chess pieces. 

Had this been a character-driven film, with the protagonists exploring their internal and inter-personal conflicts, you can get away with that. As long as each character has a unique point of view and psychological depth. 

This film gets muddy because it doesn’t follow a single character’s point of view. First it’s the story of an archeologist. But more characters are introduced, and soon we’re not sure who this story is actually about. We don’t know whose eyes we are experiencing it through. 

Sometimes it even feels like it’s from the villain’s point of view. And I think it would be a powerful film, if they leaned into that. You can have a film with changing points of view, but in this case it seems inconsistent and unintentional.   

Second, there is an incredible amount of Exposition. For instance, early in the film, there’s an Irish dance song and theatrical performance. The lyrics tell us the legend of the white worm. 

So we get it, there’s a white worm and it has something to do with snakes and vampires. But in the first 14 minutes almost nothing happens. Just people talking about things that happened somewhere else.

And on the topic of exposition, this film is bloated by dialogue scenes. The majority of the film is people standing around, or walking around and talking at each other. 

There’s a scene where one of the women goes upstairs to take a nap, which is very exciting, and she has a psychedelic experience. She comes back downstairs, and then TELLS the other character what just happened. As if we didn’t JUST SEE it happening. 

If I were a tyrannical studio executive, I’d demand they cut out at least 50% of the dialogue. Since film is a visual medium, our brains want to SEE things happening in real time. Not hear someone talking about them. 

There’s a concept mentioned in the screenwritering book Save The Cat, and it’s called The Promise of the Premise. I watched this film because of a still image of the Vampire / Snake Lady. With the blue face and the yellow eyes and fangs. I thought, THAT looks fun. But if I had to guess, maybe 5 minutes of this 90 minute movie has that visual in it. 

There ARE 2 or 3 hallucinatory dream sequences with striking visuals, and they reminded me of The Holy Mountain. But they’re only brief flashes, maybe 30 seconds long each. 

The rest of the time, it’s normal humans, not doing much. Drinking tea. Wandering around. The film could have used waaay more of those surreal visuals. That is, if the screenwriter cared about that Promise of the Premise.

Third: There are many non-sequiturs, or seeming non-sequiturs in this film. Non-sequitur is latin for “Does not follow.” It’s when something doesn’t make any sense. 

For instance, in one of the early scenes, a character trips over a garden hose in the yard, and there’s a loud Mickey Mouse horror chord. Why?

This happens again, when a character trips over a vacuum cleaner hose. Maybe these are supposed to be symbolic of a snake?

But later, a character trips and falls into a drum set – which just happened to be in the middle of the room.

There’s a lot of tripping and falling in this film. 


Now let’s focus on the second category of my notes: The Cinematography and Editing. 

Most of the scenes are with a single master wide shot on tripod. When there’s more than one or two characters in a room, the camera will sit there rather than cutting to closeups. 

There might be some minimal panning of the wide shot on the tripod as a character will move to one side of the shot. So a lot of it felt like watching a two-dimensional theater play on a stage, rather than creating depth by moving the camera in a three-dimensional space. The actors also spoke loudly as if projecting to a theater audience. 

Although there was at least one really well-composed shot at 20:14. Closeup on the skull with the villain woman way in background.

There is a filmmaking term called SHOE LEATHER. I think it comes from old detective films, where the camera would follow a detective walking from place to place. We’d spend a lot of time on “shoe leather” here. 

Efficient cinematography and editing will CUT from one essential shot to the next. The viewer doesn’t need to watch a character pull up in their car, shut the engine off, open the door, step out of the car, close the door, walk across the street to where they’re going. 

But this film is FULL of that. Characters walking in the woods, walking up and down stairs in a house, opening and closing doors, walking through a cave. Unless it’s intended to build anticipation, we don’t care about how characters get from one place to another. It would be funny to make a cut of this film with ONLY those shots. 

There’s that saying, when in doubt, cut it out. These unnecessary shots suggest a low-budget, amateurish quality.


Now Let’s talk about some Implausibilities. We know we’re watching FICTION, but these Implausibilities are things that defy physics or human psychology. 

The local cop, Ernie, goes to investigate an abandoned house. Out in the yard, he gets bitten by a snake. Because, SNAKES, I guess.  Then a lady comes out of nowhere and suddenly it sounded like there’s reverb on their voices? Not sure why, because they’re outside. 

The woman then sucks the venom out of his ankle and he thinks nothing of it. First of all, why did she suck the venom out of his ankle? And why wouldn’t he be surprised by that? 

Little bit of Trivia, that cop was played by a Paul Brook, who everyone will recognize as the Rancor Keeper in Return of the Jedi.

Another implausibility. When Hugh Grant visits Lady Sylvia, the Vampire, in her lair, he doesn’t seem to think it’s unusual there’s no furniture in the place. For instance, in the living room, she only has pillows on the floor, and he sits on them like that’s totally normal. 

It makes me wonder, was this all because the film had no budget for furniture? And why didn’t she bite him right then? Why let him leave? 

There’s another scene that begins with a shot of a closed UV tanning bed. 

A pair of hands open it from the inside, and it’s the vampire, Lady Sylvia, completely nude. Turns out she has hypnotized a female victim, who’s standing there in the room. It’s as if she said, okay I’ve hypnotized you, so if you could stand here for a while, I need to tan myself. 

Lady Sylvia then gives a monologue, explaining that she needs to sacrifice a virgin to her god, The White Worm. And this scene makes absolutely ZERO real-world sense aside from delivering exposition and nudity. 

Plenty of filmmaking lessons to take from this… work of filmmaking. Overall, did I enjoy Lair of the White Worm? Not really. But now I’m definitely interested in reading the Bram Stoker novel this was based on. Wikipedia says it is “widely considered one of the worst books ever written.”

Since Lair of the White Worm is a cult classic, and because it has a great thumbnail on Apple TV, I gave this film 5/5 stars on Letterboxd. 


OK, that’s the end of this Episode of the Carl King Podcast. Remember to subscribe on Spotify, Apple, YouTube, or anywhere else you listen to these dang podcasts. 

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And as always, special thank you to my $51 a month Patrons, at the special Illusionist level, Chewbode and Hank Howard III. And thank you to ALL of the Very Good Friends of Carl King for listening, and as I always say: “Got a whitesnake mama, You want to shake it mama.”

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