Bass Transcription: Jean Millington’s Bass Line on “Ain’t That Peculiar” by Fanny

Jean Millington

This is the fourth entry of the “Unsung US Bassists” series, prompted by suggestions by members of the No Treble Facebook Group.

Author’s note: I am very grateful to June Millington for her input in preparing this article.

Fanny was an all-female rock band that was active from 1969 to 1975. They were the first all-female rock band to be signed to a major label. By the end of the band’s run, they had recorded five studio albums, and two singles had reached the top 40 in the US. Sadly, at the time, the band didn’t get the recognition they deserved, but they have recently been rediscovered by a new generation of fans. David Bowie was an early supporter, and in 1999 he commented that “[Fanny is] as important as anybody else who’s ever been, ever; it just wasn’t their time”.

Jean Millington was born in Manila, the Philippines on May 25th, 1949. Jean and her elder sister June were the daughters of a former US Navy Lieutenant Commander who had married a Filipina. As children, they played ukuleles and sang versions of pop hits learned from the radio, but when the family relocated to Sacramento, California in 1961, the ukes were replaced by acoustic guitars, bought by their mother – much to their father’s disapproval. This prompted a move towards the more folk-oriented material popularized by the TV show “Hootenanny.” At junior high school, they formed a four-piece acoustic band for a school variety show, where they played an original song written by June. This brought the Millington sisters some much-needed popularity in the school and spurred them on to write more of their own material.

In 1965, the sisters formed The Svelts, an electric band, with Cathy Carter on guitar and Kathie Terry on drums. As both June and Cathy played guitar, Jean was encouraged to play bass, and she initially bought a Framus, which was later replaced by a Fender Precision. The band mainly played covers of popular Motown songs, girl-group hits, and British Invasion material. They gigged regularly along the West Coast, playing clubs, air force bases, and teen centers, sometimes playing five sets a night. By 1967 they were extending their schedule into Canada and the North East, traveling in a converted Greyhound bus bought for them by their father. The line-up changed several times during this period, although the Millington’s remained the core of the group.

When June Millington went to The University of California, Berkeley in spring 1968 to complete her medical studies, the band folded. In the fall of 1968, they reformed as Wild Honey and relocated to Los Angeles. Although they gigged regularly, they found it hard to find a record deal, and eventually, frustrated at the lack of progress, they decided to do one final gig at the Troubadour Club. However, producer Richard Perry’s secretary was in the audience, and she recommended the band to him. After he auditioned the band a few days later, he agreed to work with them, and soon negotiated a deal with Reprise Records.

The band was renamed once again, this time as Fanny – chosen as a strong female name (as well as a double entendre). After their lead guitarist left, June took over the role, and they recruited keyboard player Nickey Barclay, who rehearsed with them briefly before leaving to work with Joe Cocker on his Mad Dogs and Englishmen tour. When Barclay returned, they worked up material in the house that Perry had found for them near Sunset Boulevard, Los Angeles. The band’s first gig under the new name was as support to The Kinks and Procol Harum at the Santa Monica Civic Auditorium.

The band’s first album Fanny (1970), contained a powerful cover of Cream’s “Badge,” and received a few positive reviews, but mostly the critics saw them as a novelty. Even the more open-minded music publications such as Creem and Rolling Stone were dismissive of the band and preferred to comment on their looks rather than the music. At this time, female rock musicians were not taken seriously; Jean has suggested that this was because “… women just don’t play like that, and especially at that time. It was just a male domain. There were just men that played rock and roll music…women who could rock hard were a rarity in those days. We had to prove that we were serious and that we could really play our instruments”. Although the critics were not supportive, June Millington recalls that other guitarists gave her respect – “Lowell George, Elliott Randall, Jeff “Skunk” Baxter… these guys took me as an equal and didn’t sneer at me”. David Bowie was impressed enough to write to them to profess his admiration. Later, he had an affair with Jean, and she eventually married Bowie’s long-time guitarist Earl Slick.

The connection with Richard Perry led to June Millington and Nickey Barclay being hired to play on a track on Barbra Streisand’s debut album, which was being produced by Perry. The entire band was later invited to work on her album Barbra Joan Streisand in 1971. Perry also asked the band to sing backing vocals on Ringo Starr’s 1973 album Ringo.

Fanny toured Europe in late 1971 and gained some popularity in the UK after appearing on the legendary BBC music show The Old Grey Whistle Test. This gained them both a fanbase and the opportunity to support major British acts such as The Kinks, Humble Pie, Deep Purple, Slade, Jethro Tull, and Procol Harum. The band also found some notoriety in the UK by having their single “Young and Dumb” banned by the BBC, and for being refused permission to play at the London Palladium for “being too provocative.” However, the band found touring in the UK and Europe more enjoyable than in the US, as they were taken more seriously by the fans and the media. Perhaps due to this, Fanny chose to record their third album Fanny Hill (1972) at Apple Studios in London. Long-term Beatles engineer Geoff Emerick was part of the production team, and the band covered Lennon and McCartney’s “Hey Bulldog” on the album.

After recording their fourth album, the Todd Rundgren-produced Mother’s Pride in 1974, June left the band. She was exhausted after four years of touring and recording, frustrated with the personal and musical conflict with Nickey Barclay, and unwilling to adopt the more glam image that the record label wanted. She was replaced by Patti Quattro – sister of Suzi, another female rocker – but this line-up was not to last. The band signed to Casablanca, and although the next album, 1974’s Rock N Roll Survivors, contained their most successful single “Butter Boy” – written by Jean about her time with David Bowie – by the time it made the charts, the band had split up.

The sisters were encouraged by their label to promote the single, and they formed a short-lived line-up – which included Brie Brandt from their earlier band The Svelts – but the band made it clear that they would not be playing any older Fanny material. After the tour, they were offered a deal by Dick James, but the band decided that it was time to go their separate ways and folded for good.

Between 1975 and 1976, Jean was hired for studio sessions outside the band, and she appeared on David Bowie’s “Young Americans”, Keith Moon’s Two Sides of the Moon album and the Lee Garrett album Heat for the Feets. She also played bass on Japanese singer Carmen Maki’s 1994 album Night Stalker, with guitarist Earl Slick and drummer Carmine Appice.

The Millington sisters briefly reunited to play as Millington, recording Ladies of the Stage in 1977 for United Artists, and 1993’s Ticket to Wonderful for Fabulous Records. They then put together the Slammin’ Babes, a six-piece band that played from 1994-2000, releasing an album Melting Pot in 1999. The sisters also played together on the Play Like a Girl album in 2011.

In 2016, the sisters, along with their former band mate from The Svelts, Brie Darling (née Brandt), formed a new band – Fanny Walked the Earth – to celebrate the work of Fanny, as well as create new material. An album was released in 2018 and features female musicians that were influenced by Fanny. These included members of The Go-Gos, The Bangles and The Runaways, whose manager Kim Fowley decided to form the band after seeing Fanny.

Millington is mainly known for playing the ’62 Fender Precision bass that she played from the start of the band, but has also used Fender Jazz and Gibson EB-1 basses. In the Fanny days, she played through Sunn, Acoustic and Traynor amplification, but more recently Jean has used Kustom, SWR, and Genz-Benz amps and speakers. A self-taught bassist, Jean’s playing was initially influenced by Paul McCartney, James Jamerson and later Verdine White.

Jean now works as a herbalist and healer but has continued to play sessions, although she recently suffered a stroke. Her sister, June, has set up a GoFundMe page to raise money for Jean’s rehabilitation. If you would like to contribute, here is the link.

‘Ain’t That Peculiar’
This song was written by Smokey Robinson and other members of The Miracles and was originally recorded by Marvin Gaye in 1965 for Tamla (Motown) records. This version featured James Jamerson’s bass playing skills.

Fanny’s recording of the song includes similarities to the original Marvin Gaye version; the main piano figure remains and elements of Jamerson’s bass line can be heard. However, a more muscular 70s rock feel is present in the Fanny version; the overdriven slide guitar intro and solo, and with more aggressive drum groove and fills, and a half -time feel in the choruses.

The recording begins with a sixteen-bar, almost Latin-feel percussion introduction before first June’s over-driven slide guitar and then Jean’s bass join in, with some slides around octaves of G. The main groove of the bass line kicks in at bar 25 with some off-beat syncopations and emphases of the flat 7.

The bass line includes a few Jamerson-like ideas. For example, the bass figure in bar 30 which returns several times in the song is similar to Jamerson’s pickup at the start of the original, although Millington’s uses a 5/b7/8/b7 idea instead of Jamerson’s 5/6/8/6, and the syncopated chromatic runs in bars 28, 53, 86 and 163.

Away from the Motown/Jamerson influences, there are also a few incidences of bluesy minor to major third licks which help to add to the blues-rock feel; for example, bars 141, 143, 145 and 167. A more classic rock n roll idea is shown in bar 93; the semitone slides and an implied 3:3:2 quavers idea which is perhaps borrowed from Chuck Berry.

Follow along with the transcription and the track:

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  1. Jonathan Perry

    Fanny “Ain’t That Peculiar” Love it; punchy powerful and timeless. Let’s hear more. BTW was someone by the name of Mrs. Frederking (worked for the March Of Dimes in LA at the time) instrumental in getting your demo to Reprise?

    • Tim Fletcher

      HI Jonathan. Do you have any more info regarding this?