Fagen and Becker/Steely Dan

Living in the 13^th World

It is enormously entertaining to watch and listen to the Steely Dan songwriting team, old friends Donald Fagen and Walter Becker, reminiscing on the making of their classic album, Aja. They are like a comedy act, with Fagen the comedian and Becker the straight man. Fagen is ornery in ways one senses the stiffer Becker may not completely endorse. Fagen tends to voice everything he feels, while Becker is circumspect, more reserved; Fagen the geeky kid to the serious, slightly less geeky, and more innately mature-minded Becker. This documentary reveals something that even their biggest fans may not have realized before (very few have watched this video documentary), which is that we all grew up with these characters. These two, whose music has been particularly notable for its own brand of urban hip (see the side note on Composition), don't exactly come across as "players" so much as they do precocious nerds.

By RAR

If you want to feel Steely Dan songwriters Donald Fagen and Walter Becker, just go to your favorite chord producing instrument and play a 13^th, in any key. That chord is a doorway to an alternative understanding, another world if you are not native to its parallel universe. Play it and an immediate change comes over you. Night falls and you are suddenly in a cosmopolitan landscape of glimmering downtown, where moonlight mixes erotically with neon and sodium facsimiles to bathe the world in nocturnal hues. Somewhere out of sight a broken-hearted saxophone player gives life all that he has remaining. It is where life resolves into something dark and maybe a little scary, the world of the cultured introvert and the desperate outsider. It is Jazz world, where you get the bluest blues and the blackest blacks.

Steely Dan is playing across town, in San Francisco Bay Area terms, over at the outdoor Concord Pavilion, a 12,500-seat venue designed by architect Frank Gehry and landscape architect Peter Walker. The venue has been around since 1975 and hosts a steady stream of big-name acts. For someone who has been around for Steely Dan’s entire long career it still seems mildly odd to find them playing at the Pavilion or anywhere else. People still tend to think of them as a non-performing unit. They took an 18-year hiatus from live performance from 1974 to 1993, following a series of hits from their first album, Can’t Buy A Thrill, including "Do It Again", "Reelin' In the Years", and "Dirty Work", and from their less commercially successful second album, Countdown to Ecstacy, including the tracks  "Show Biz Kids", "My Old School", and "Bodhisattva".

Fagen and Becker, who singer Jay Black once called "the Manson and Starkweather of rock 'n' roll", were unhappy with the second album, which they felt was performed poorly, attributing the problem to recording while they were touring. Their touring band included guitarists Denny Dias and Jeff "Skunk" Baxter, drummer Jim Hodder, and singer David Palmer. Fagen played keys while the guitarist Walter Becker played the bass.

Singer David Palmer was handling most of the vocals in those first two years because Donald Fagen, who everyone now knows as the voice of Steely Dan, suffered from stage fright and was not comfortable singing in front of an audience. When producer Gary Katz finally stepped in and forced the mic on Fagen, properly acknowledging that Fagen’s interpretations were critical to the Steely Dan sound, David Palmer left the band forever, going off to work with Carole King, with whom he wrote “Jazzman”, which soon thereafter reached #2 on the pop charts. Steely Dan became a non-performing unit, which for their fans gave them a patina of specialness, like a rare natural element that one may never actually have the chance to see in a lifetime.

Steely Dan became a studio confection, and their third album, 1974’s Pretzel Logic, was performed by the last set of performers to work in the by-then defunct live unit, including vocalist-percussionist Royce Jones, vocalist-keyboardist Michael McDonald, and session drummer Jeff Porcaro (of Sonny & Cher). The studio players further included Dean Parks and Rick Derringer. Pretzel Logic included "Rikki Don't Lose That Number", which went to #4 on the pop charts.

Pretzel Logic brought about another change in the Steely Dan approach, which until that album had featured Walter Becker on bass guitar. This was Walter Becker’s introvert’s dilemma, the functional equivalent of Fagen’s time spent as a secondary singer. Becker was not playing his native instrument.

Fagen and Becker had met by chance in 1968 when they were students at Bard College in Annandale-on-Hudson, New York, where both were literature majors. Fagen happened to hear Walter Becker practicing his guitar at a café called The Red Balloon; recalls Fagen: "I hear this guy practicing, and it sounded very professional and contemporary. It sounded like, you know, like a black person, really."

Fagen and Becker answered an advertisement in a newspaper that had been placed by guitarist Danny Dias, who was looking for players with “no hangups”. Fagen and Becker joined the band as keyboardist and bassist, as the talented Dias was handling the guitar work, and more or less commandeered the band, steering it toward their original material. This is how the guitarist Becker became a bassist for Steely Dan’s early albums, but then with Pretzel Logic something happened to Becker that must have been as traumatic for him as was Donald Fagen's experience with having producer Gary Katz forcing him to man up and sing: Becker was introduced to bassist Chuck Rainey. After this, Becker put down the bass forever and went back to guitar.

Said Becker of Rainey: "Once I met Chuck Rainey, I felt there really was no need for me to be bringing my bass guitar to the studio anymore".

Chuck Rainey, who this writer has spent time with (he lived for a time in Boulder, Colorado when I was working there as a magazine writer, and he used to visit my apartment, once buying a Fender Bass amplifier from me at a bargain price, because I didn’t know better), had been a big-time session player since 1965, performing and recording with a long list of Jazz, Blues, Pop and Rock talent (e.g., Donald Byrd, Dave Mason, Aretha Franklin, David Clayton-Thomas, The Rascals, Tim Buckley, Bette Midler, Donny Hathaway, Joe Walsh, Peggy Lee, Roberta Flack, many others).

Rainey, who is now 74 years old, is one of the great bass players of all time, an innately talented guy who is about as complicated a human being as is Donald Fagen or Walter Becker. When he arrived on the Steely Dan scene, their world changed. “Skunk Baxter” and drummer Jim Hodder left the band, eventually to work with The Doobie Brothers, and Fagen and Becker went on an executive recruitment binge to populate their studio band with players that were up to the level of the bassist Rainey.

Relocated from the east coast to L.A., where Becker and Fagen had been hired as staff songwriters for ABC Dunhill Records, and where they met producer Gary Katz, they started supping on the city’s rich menu of recording talent: guitarist Elliott Randall, jazz saxophonist Phil Woods, saxophonist/bass-guitarist Wilton Felder, percussionist/vibraphonist/keyboardist Victor Feldman, keyboardist (and later producer) Michael Omartian, and guitarist Larry Carlton, as well as holdovers Michael McDonald, Jeff Porcaro, and Denny Dias. Porcaro and pianist David Paich eventually left to form the band Toto.

To fans of Steely Dan, who loved the tracks "Black Friday", "Bad Sneakers", "Doctor Wu", and "Chain Lightning", their Katy Lied album was tops, but Becker and Fagen were unhappy with it, apologizing for the sound quality in their album liner notes.

For a band that had developed a devoted following, Steely Dan was on a Ulysses-like odyssey of self-discovery, one that at its most primal had included convincing the protagonists to own their own adventure. By 1976, they were recording artists at the top of their game but still feeling artistically lost at sea. Consider that rare dilemma in a realm of success around which revolves one of the most competitive work forces in the world. This has reduced others, who have breathed this rare air, to develop drug habits and other forms of escapist behavior, and that was part of the Steely Dan story. Fagen and Becker produced The Royal Scam, a title which likely reveals much about the way the composing duo was feeling about their position in the artistic universe. They couldn’t seem to get over their own lack of personal fulfillment; they couldn’t relax with their success.

The Royal Scam was a guitar album that featured Larry Carlton and helped to launch his brand into the pantheon of godlike players. Though it added the great drummer and “hitmaker” Bernard Purdie to the mix, and sold well, the album produced no hit singles. Steely Dan had not been shut out that way before, and it prompted further introspection to their formula, which had become increasingly more “black” oriented.

The Royal Scam not only featured Larry Carlton as a guitarist, but he also wrote the arrangements for the album tracks, providing detailed charts and leading the studio pros through the interpretation and recording process. Somehow, in the Steely Dan story, this feels like a big deal. Steely Dan became less a crisp pop-rock unit and more of a precision jazz-rock outfit.

At that time, it seemed like every aspiring club musician in the universe started studying Steely Dan charts and emulating their precise style of play, and this became a genre all its own in the club player’s world. Most club bands are purposely loose, which promotes the sale of beer. The protégés of Steely Dan became notably cerebral, almost antithetical to the atmospheres of all but Jazz clubs.

This was a big deal in the development of modern American music, cleaving that world into the serious and the less so. A unique strain of dumb poured forth from this gaping void in the American consciousness, almost in response to the slightly precious nature of the Steely Dan ethos. To this writer’s mind, The Eagles were counterpart to this evolution in pop music, mirroring Steely Dan’s quest for craftsmanship and performance perfection, though some would say with an almost metronomic aversion to musical risk. Hotel California was released in 1977, around the same time as Steely Dan’s Aja album. Both explored L.A., in all of its sophisticated dissolution, though while The Eagles sounded like cocaine, Fagen and Becker sounded more like hipsters on heroine. The other big male act of the day was Bruce Springsteen, who more or less seemed high on beer, if that’s possible. After years of underachieving the success that major record executives had imagined for him, Springsteen had finally found big commercial success in 1975 with the Born to Run album, though by 1978 had powered down to Darkness On the Edge of Town. Springsteen’s mojo was changed, as he went from a fast-talking street reporter to a not-very-deep analyst of American life, reaching his absolute nadir in 1984 with Born in the USA, after which he became a devoted public panderer.

Fundamental changes were taking place in the music world, and certainly one took place in the Fagen-Becker universe following The Royal Scam. With their sixth album, Aja, they seemed to experience the same sort of evolution sequence that The Beatles had experienced with Sargent Pepper’s Lonely Hearts Club Band.

To this writer, Aja feels like the album with which Fagen and Becker went through the looking glass, riding the frequency of that 13^th chord, which had previously not been lost, but had not yet been found, either, or fully explored. The album opens with “Black Cow”, a tune about a cuckolded lover viewing the disgusting behavior of his soon-to-be-ex through a café window as she enjoys a syrupy solution to her issues. It bumps to a C13 to Gm groove.  Then the track “Aja” opens with a Bmaj9/6, with the added sixth implying that 13^th feel, before the third track “Deacon Blues”, revolves around a cycle of 13ths for its melodic character.

Lyrically, Aja was the album in which the musical feel of Steely Dan formed fully to fit to the ultra-urbane lyrics of Fagen and Becker. With this album, the two introverts achieved an honesty that some found bleak while others found in the album an uplifting grace, a romantic saga of lonely hipsters in an L.A. wasteland of nightlife, crime, and personal investigation. Side two of Aja is the arrival back home from a long journey across the waters of time and experience, where they finally reunite with their mythical princess, Josie.

When Josie comes home

It’s so good

She’s the pride of the neighborhood

She’s the raw flame, the live wire

She prays like a Roman

With her eyes on fire

The New York metro area prodigals had found themselves in California, then returned home to the east coast to use what they had learned from there. Not atypically, they found themselves writing about Lotus land, where in their early days in California they had written primarily about the east coast. It is a window into the nature of introverted outsiders to always be chronicling a world of which they are not really a part.

Fagen and Becker went to work in 1978 on their Gaucho album, which was released in 1980 after a dismal production period marred by legal hassles and extraordinary personal problems. Walter Becker’s girlfriend died of a drug overdose, and he was sued for $17 million. Making matters worse, Becker was struck by a taxi while walking in Manhattan and went through a recovery period. Fagen and Becker were also sued for copyright infringement by Jazz composer Keith Jarrett, who heard his composition "Long As You Know You're Living Yours" in the track “Gaucho”. Fagen was an admirer of Jarrett’s work.

The Gaucho album sold well and yielded some charting tunes with "Hey Nineteen” and "Time Out of Mind", while "My Rival" was featured in John Huston's 1980 film Phobia. It was over, though. Steely Dan was done, with Walter Becker making the decision to kick his life-long drug habit and move to Hawaii to become an avocado producer.

Donald Fagen, in 1982, released The Nightfly, which to my mind is as perfect as any album ever created at any time anywhere, in a league with Joni Mitchell’s Hejira album of years earlier. The two albums have in common some extraordinary compositional values, as well as a theme-based approach. While Mitchell was crossing the country by car and lost in a traveler’s dream, Fagen with The Nightfly was back in the world of his 1950s childhood, when Cuba was on the verge of revolution and radio was king.

Fagen and Becker spent years apart, coming back together little-by-little until in 1993 when Becker produced Fagen’s Kamakiriad album; a work that Fagen was happy with. They have been performing together ever since. They released the album Two Against Nature in 2000, which won four Grammy Awards, including Album of the Year and yielded a minor hit single, “Cousin Dupree”, which sounds just like Steely Dan circa Gaucho, meaning  they took up where they left off. In March 2001, Steely Dan was inducted into the Rock and Roll Hall of Fame. In 2003, they released Everything Must Go, which marked another first for the band, with Walter Becker performing vocals.

Where's Waldo...

This photograph is from the Steely Dan unit of 2011, and members have since changed, but it illustrates something quite odd and extraordinary about Steely Dan, that being the odd nature of its leadership team, Fagen and Becker. Can you spot Waldo (Donald Fagen) in this picture? You can, of course - that's him far right, in the space usually occupied by a roadie in these team shots. The Fagen-Becker confection has always been virtually void of that "star" front man who is the obvious focus of the group. One could read that as proof that it is the music that is the star of this show, but equally likely is the possibility that a couple of hopelessly un-cool nerds pieced together a band that would, for a time, dominate modern music. They are a kind of mini-miracle in that way.

And then there are the Fans

Donald Fagen is a great interview subject because he usually talks without inner governance, so he gets caught in moments of awkward honesty, like comparing his fair audiences to "livestock". Below is a particularly humorous and revealing snippet of interview done with Barnes & Nobel books.

About those Compositions

In the video about the making of the album Aja, there is a brief slice of a conversation among Steely Dan's three backup singers (all female), discussing their individual takes on what the songs they perform are all about. There seems to be little consensus or agreement.

This is interesting, because fans of Fagen and Becker view them as high-echelon lyricists and story tellers who write pretty tightly connected narratives. Is it that listeners - even singers in the band - hear and interpret this music in individual ways?

As with Bob Dylan, their lyrical inspiration (see video), their lyrics are typically expertly detailed scenes that invite interpretation, though may seem more nuanced than they actually are. They have implied context, which on the Aja album means California and a milieu of characters that include displaced East Coasters, losers, Asians, starlets, slackers and drug addicts, vain miscreants, and heartbroken and bitter lovers. Or in other cases, like the "Aja" track, tourists in some far east-inspired inner Oz, "there at the dude ranch, down by the sea". And retreat. These guys aren't big fighters, but more like guys who have poetic ways of dealing with resignation.

One or both have had obvious romantic attachments to the American West ("Do It Again", "Don't Take Me Alive"), but by the Aja album things had gotten pretty grown up, urban and in the now.

Musical Words

The syncing of the chosen words, with the chosen melody lines, is the alchemy that gives Steely Dan its transformative edge.  They make memorable one-liners:

For instance, from "Don't Take Me Alive": "I am a bookkeeper's son, I don't want to hurt no one" or "I've got a case of dynamite and I can hold out here all night". These lines stick in the mind in repeatable ways, like natural outfalls from a storyline that none of us share but that somehow we all own.

Steely Dan is weird that way, which I would sum up as mastery of craft. Theirs, for a certain generation, carried the magical hooks of hit songs.

They also provided crossover appeal, developing an audience that included people who enjoyed a snappy pop song and also those with a deep appreciation of high level musicianship. People think of Steely Dan as the greatest studio band of all time.

But Who Can Sing These Songs?

Fagen and Becker, in 1971, placed their tune  ("I Mean to Shine") with Barbra Streisand (on the Barbra Joan Streisand album) and they did a stint as staff songwriters for ABC-Dunhill Records, which brought them to California. The stable at ABC-Dunhill was unable to do anything with their complicated tunes, featuring melody lines that can be extremely difficult to sing. The Steely Dan formula relied heavily on excellent arrangements for background vocalists. The relative immobility of their songs is why Fagen and Becker determined to launch their own band in the first place. If their material was going to go anywhere commercially, they were going to have to do it for themselves.

Steely Dan went through a couple singers before Producer Gary Katz finally forced the performing-shy Fagen into the spotlight.

Donald Fagen, whose intonations, phrasings, timbre and vocal attitude are all somewhat outside of the golden norm for recording artists, is quite an accomplished vocalist in all kinds of other ways. He has his troughs, like that period "where I was singing like Jerry Lewis" (see video), and he relapses. One suspects it is partly because he sings these songs a lot these days, and is no doubt bored. He is a kind of a high-wire act that sometimes loses his concentration. Singing a high baritone in the keys of G or B, which are the keys most of his tunes are in, is not the easiest choice to make. And yet somehow his earnest attempts to extend his range accentuates the uniqueness of his style. It is sort of a miracle that he can sing these songs at all.

Fagen and Becker tortured Michael McDonald during the making of Aja, recording him singing four part harmonies with himself, so he sounded like whole augmented chords. This slipped deep into the mix on Aja, but it was the type of hidden texture that gave the album its unique charms.

Since the turn of the century, Steely Dan's background vocals have been featuring Carolyn Leonhart-Escoffery.  She is also the hot pixel in the live stage show.  Ms. Leonhart comes from a musical family, went to performing arts high school in NYC and played the Apollo, then graduated high school with a record deal. She plays NYC jazz clubs with her bassist father, Jay Leonhart, and guitarist Bill Wurtzell, and performs in Steely Dan with her brilliant trumpet-playing brother, Michael Leonhart. From the Steely Dan website: "Michael is the youngest Grammy recipient in history, winning in 1992 (at age 17) for the most outstanding musician in a U.S. high school. That same year he was named "Person of the Week" by ABC World News by dint of his musical accomplishments."

The Leonharts illustrate the level of the players who perform as part of Steely Dan. Visit the Steely Dan website to read bios of the current lineup.

Enter the Jazzman

It somehow seems worth nothing that Steely Dan once featured singer David Palmer, who left the band and had a hit with Carole King and "Jazzman". There was, on some level, always a jazz-rock component to the band, but more than anything it had been a pretty typical rhythm & blues/rock unit. With Aja, they graduated into a jazz-rock style different from any that had previously existed. There were other impressive progressive-rock units around in 1977, whose work used all of the same compositional elements. Consider Frank Zappa, John McLaughlin, Mahavishnu Orchestra, Rick Wakeman, 10CC, The Alan Parsons Project, Robert Fripp and Brian Eno, Genesis, Yes, and many others.

The jazz compositional elements by those musical units were/are standard jazz chord substitutions (e.g., a G13 in place of a G7), alternative voicings (e.g., forms emphasizing or facilitating melody notes), and shifting tempo. All of those bands share an approach to composition that puts them in a different category of musical types, e.g., jazz-rock. Steely Dan may sound like the work of insomniacs next to the energy of jazz-rockers like Frank Zappa or Yes, but they share compositional techniques with previous generations of sophisticated songwriters, including the Gershwins, Irving Berlin, Jerome Kern and Cole Porter, up through Burt Bacharach and Jimmy Webb. Progressive rockers do all that jazz stuff but put particular focus on the literal progress of chord progressions (i.e., their number and the speed at which they are presented).

But How Good Are they Really?

I ask this question because Steely Dan did as much as any other band to kill off the days when artists would get giant budgets to use to produce their recordings. They would spend a full year to complete 7 songs, which in an earlier era would seem like a pretty limited collection per album. They would hire the top session players in the industry and try all kinds of different approaches before finally deciding on a recorded version and track mixes.

Even then, they tended to use that most-reviled of recording clichés: the "L.A. fade". This is where the song doesn't really conclude, but rather just fades out on refrain. This was popular in the 1970s, though old school dudes like the '40s big band pioneer Artie Shaw would say it was evidence that they didn't have a proper ending for their composition, which is probably a fair criticism. How could a group spend 7 figures on an album and stay in the studio for a year and yet come up with no clever ways to end their songs?  It seems sort of inconceivable that this ever happened.

The other thing that hits one about the Fagen-Becker success is that neither individual seems to be a particularly talented player. Walter Becker is more or less a tasty noodler on guitar, which is not the worst thing a player can be, but makes him just a sidecar type.

Donald Fagen hardly seems to play at all these days, concentrating mostly on singing even while parked behind a keyboard, which he occasionally strikes, more emphasizing a beat moment than actually playing anything. The piano work is all handled by a band member (presently Jim Beard).

Steely Dan's excellent guitar charts are largely handled by the uber-talented guitarist Jon Herington.

This lack of distinction on the parts of musicians Fagen and Becker only adds to a sort of mystery around who these guys are in the musical universe. It may be that they are just songwriters dependent upon more substantive musicians to make their music work.