It is that opening slide. That hazy, distorted, yet strangely clean acoustic guitar that rings out and immediately transports you to a dimly lit room in 1993. Mazzy Star’s "Fade Into You" is a masterclass in atmosphere. Honestly, it’s one of those rare songs where the simplicity is exactly why it works. If David Roback had tried to overcomplicate the arrangement, we wouldn't still be talking about it thirty years later. But because the fade into you guitar chords are just a repeating loop of three basic shapes, it allows Hope Sandoval’s vocal to breathe. It floats. It haunts.
Learning this song is a rite of passage for every beginner guitarist. It’s the "Smoke on the Water" for people who wear flannel and like shoegaze. But here’s the thing: most chord charts you find online are slightly off. They give you the basic triads, which get you 90% of the way there, but they miss the soul of the performance. If you want to play it like Roback actually played it, you have to understand the movement between the chords and the subtle "shimmer" that comes from leaving certain strings open.
What Are the Real Fade Into You Guitar Chords?
At its core, the song is in the key of A Major. The progression is A - E - Bm. That’s it. It’s a I - V - ii progression that repeats for the entire duration of the track. There is no bridge. There is no chorus variation. It’s a hypnotic loop.
But wait.
If you just strum a standard open A, a standard open E, and a barre chord Bm, it sounds... fine. It sounds like a campfire cover. To get that Mazzy Star drone, you need to rethink your fingerings. Roback often used a specific voicing for the Bm—a Bm7 or sometimes a Bm with an added 4th (the open E string ringing out). This creates a sense of unresolved tension that never quite lands, which is basically the emotional thesis of the whole song.
The A Major Chord
Start with your standard A Major. You’ve probably seen it played with three fingers in a row on the second fret, but for this song, try to keep your fingers compact. You want the high E string to ring out clearly. Some people prefer to barre the A with one finger, but that can muffle the top end. Don't do that here. You need the sparkle.
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The E Major Chord
Transitioning to the E Major is where the "fade" happens. It’s a simple shift, but pay attention to the low end. The E chord provides the ground for the song. If your A was bright and airy, the E should feel heavy and grounding.
The B Minor Chord
This is where 99% of beginners get stuck. The standard Bm barre chord on the second fret is a hand-cramp inducer. But here’s a secret: you don’t necessarily need to barre the whole thing. If you play it as $x24430$ (a Bm11 variant), you get this lush, dreamy sound that blends perfectly with the previous chords. That open E string ringing against the B minor triad? That’s the secret sauce.
The Rhythm and That "Sway"
The strumming pattern is just as important as the fade into you guitar chords themselves. The song is in 4/4 time, but it has a distinct "swing" or "triplet" feel. It’s not a straight $1-2-3-4$. It’s more of a $1-and-a-2-and-a-3-and-a-4-and-a$.
Think of it like a pendulum. Down, down-up-down, down-up-down.
You have to be careful with your dynamics. If you thrash at the strings, you kill the vibe. You’re looking for a soft, rhythmic pulse. Imagine you’re trying not to wake someone up in the next room. That’s the level of intensity you’re aiming for. Roback’s playing on the studio version is incredibly consistent, almost mechanical, but it has a human warmth because of the slight variations in how hard he hits the strings during the crescendo of the chorus.
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Common Mistakes Beginners Make
Most people play it too fast. It’s easy to get excited and speed up, but "Fade Into You" lives in the slow, dragging tempo of about 80 BPM. If you rush it, you lose the "fade."
Another mistake? Neglecting the slide guitar. While we’re talking about the rhythm guitar chords, the atmosphere is heavily dependent on that slide part. If you’re playing solo, you can’t really replicate the slide and the chords at the same time without some clever looping or a very specific fingerstyle arrangement. But you can mimic the "feel" by sliding into your chord shapes. Instead of just landing on the A Major, try sliding your fingers up from the 1st fret to the 2nd. It adds that signature "lazy" feel.
Also, check your tuning. While the song is in standard EADGBE tuning, many older recordings from the 90s have a slight pitch drift. If you try to play along to the original 1993 So Tonight That I Might See record, you might find you sound slightly sharp or flat. It’s not you; it’s the tape speed of the original recording equipment. You might need to tweak your tuning by a few cents to lock in perfectly with Hope’s vocals.
Equipment and Tone: Getting the Mazzy Star Sound
You can’t talk about the fade into you guitar chords without talking about the tone. It’s a very specific blend of acoustic and electric elements. On the record, there’s a heavy layer of acoustic guitar that provides the percussive "thump," but the atmosphere comes from the electric guitar drenched in reverb and a hint of tremolo.
If you’re playing an electric:
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- Reverb: Turn it up. You want a "Spring" or "Plate" reverb. If your amp has a "Hall" setting, that works too. It should feel like the notes are trailing off into a long hallway.
- Tremolo: This is the "shiver" in the sound. A slow, shallow tremolo will give the chords that pulsing, breathing quality.
- Pick Choice: Use a thin pick. A heavy pick will make the chords sound too "thumpy" and aggressive. You want the strings to "jangle" rather than "clunk."
If you’re on an acoustic:
Stick to a light gauge of strings. Bronze strings that are a little bit "broken in" actually sound better for this song than brand-new, zingy ones. You want that slightly dull, woody tone.
Why This Progression Works So Well
Music theorists will tell you that the move from A to E is a standard V-I resolution (if we were in E), but since we are in A, it's a I-V. Moving to the Bm (the ii chord) keeps the loop from feeling finished. It’s a "deceptive" feeling. The Bm wants to go back to the A, but it takes its time getting there.
There’s a reason why artists like J Mascis or even Miley Cyrus have covered this. It’s a blank canvas. Because the chords are so open and the tempo is so slow, it allows the performer to project whatever emotion they want onto it. It can be a love song. It can be a breakup song. It can be a song about feeling completely invisible.
Actionable Steps for Mastering the Song
To really nail this, don't just look at a tab. Use your ears.
- Isolate the Bass: Listen to the bass line. It strictly follows the A - E - Bm root notes. If you're struggling with the rhythm, just play the root notes on your low E and A strings until you feel the "swing" of the 4/4 time.
- The "Pinky" Trick: When playing the Bm (the $x24430$ version), try lifting your middle finger off the B string occasionally. This adds a Bm7(add11) flavor that sounds very Roback-esque.
- Recording Yourself: Record yourself playing the three-chord loop for five minutes straight. Listen back. Are you speeding up? Is your strumming too loud? The hardest part of this song isn't the chords; it's the stamina of keeping a perfectly steady, soft rhythm without getting bored or distracted.
- Master the Slide: If you want to go the extra mile, get a glass slide. Place it on your pinky and try to hit those high A and E notes on the high E string while letting the open chords ring out. It takes practice, but it's the difference between a "cover" and an "interpretation."
The beauty of the fade into you guitar chords lies in their accessibility. Anyone can play them, but it takes a certain level of restraint to play them right. It’s about the space between the notes as much as the notes themselves. Stop thinking about the fretboard for a second and just feel the sway of the rhythm. Once you stop overthinking it, you’ll find that the song basically plays itself.
Focus on the transition between the E Major and the B Minor. That’s the emotional pivot point of the song. If you can make that transition feel seamless and "melancholy," you’ve captured the essence of Mazzy Star. Keep your touch light, your reverb high, and your tempo slow.