As kids, my siblings and I watched Labyrinth about eight billion times. It has been super gratifying that my own children love the movie too. Together with their separate David Bowie fandom, that has put “As The World Falls Down” into heavy rotation lately.

When I was a kid, I didn’t especially love this song, I thought it was boring and weird. I started connecting to it in adulthood. It seems like a straightforwardly cheesy pop ballad, so why is it so magical? There’s more musical substance here than you might think.

“As The World Falls Down” has become a minor wedding standard, and there are lots of boring cover versions online, each more twee and precious than the last. The covers really make you appreciate how much David Bowie’s recording relies on his peculiar and heavily reverbed vocal timbre, the lush synths, and the fretless bass. My son likes this solo guitar version, which I think is basically fine. Dude has a nice tone, but he misses some of the spicier harmony.

The tune does work quite well as a Vitamin String Quartet arrangement.

It’s nice on harp too.

It’s interesting to watch this playalong because it helps you focus on the lovely bassline:

Here’s my chart. I abstracted the guitar and keyboard parts down significantly.

The tune begins with a short intro in 3/4 time on the chords A and Bm. After four bars, it confusingly switches to 4/4. The verse is lifted straight from the Beatles, A to F#m to D to Dm to A. Specifically, I’m reminded of “In My Life.” As in that song, Bowie uses appogiatura in the melody, initially singing B over the A chord and G-sharp over the F#m chord before resolving to more stable chord tones on the next beat. It’s also nice how he sings a bluesy C on top of the Dm to make Dm7. And Bowie always has that impeccable behind-the-beat phrasing that goes so well with heavy reverb.

The tune’s real magic begins in the prechorus. The first half moves through Bm, Dm, A, and F#7. The move from Bm to Dm is a nice bit of modal interchange, since the Dm is from parallel A minor, and you get that nice contradictory feeling of lift (the root moving up from B to D) and drop (F-sharp falling to F natural.) The F#7 is a secondary dominant, the V7 chord in B minor. It includes A-sharp, the most dissonant possible note in the key of A. It’s the leading tone in B minor, and when it resolves to B, your anxiety is immediately assuaged. Or at least, that’s how the chord is conventionally used. Bowie doesn’t resolve it to Bm, though, he just goes straight back to A. That is fairly weird. Then he goes back to F#7 and sits on it for two entire measures before resolving it back to A again. That is seriously weird! We will unpack this choice in greater depth below.

The chorus has a more conventional chord progression: A, D, Dm, A. But the synth melody on top, repeating the notes C-sharp, B and A, rubs against some of those chords. They are the third, second and root of A, that’s nursery-rhyme simple. On top of the D, they are the natural seventh, sixth and fifth, which is a jazzier Dmaj7 or D6 sound. On top of Dm, the melody implies Dm(maj7) and Dm6. Hip!

(The tune also has a bridge, which frankly is a mess, not Bowie’s best work. It got cut out of the movie version anyway, so I’m happy to pretend that it doesn’t exist.)

In the Song Factory class, we identified three stages of songwriting: coming up with possibilities, choosing from among those possibilities, and fitting your choices into a form. (That last step can come first if you are writing in a predetermined form like twelve-bar blues.) Coming up with possibilities is the easy part if you know a lot of songs. Your mind will unconsciously disassemble them into fragments that will pop effortlessly into your head or emerge under your fingers. Then you can try altering them or combining the fragments together in various ways. The hard part is selecting from among all the possible ideas. On what basis do you do this? That’s where the artistry comes in.

Bowie is excellent at coming up with improbable combinations of familiar ideas, and of recognizing when the “wrong” thing is actually right. There is nothing remarkable about the chords to the prechorus of “As The World Falls Down”, but the sequence and timing of them is highly remarkable. I would have no problem thinking of those two chords, but I would have rejected the F#7 to A transition as not sounding good. Bowie recognized that there is a context in which it does sound good, or at least in which it sounds “bad” in a good way. That’s what makes Bowie such a better songwriter than me.