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Steely Dan: Return of the Dark Brothers

Nearly two decade after burning out and fading away, Walter Becker and Donald Fagen of Steely Dan are picking up exactly where they left off

Steely Dan
Tim Mosenfelder/ImageDirect
March 30, 2000

Barely eighteen years go by, and Steely Dan follows up Gaucho with Two Against Nature, which Walter Becker and Donald Fagen, the band's original and only and permanent members, began recording in 1996. Meanwhile, Steely Dan fever has cooled maybe a little. A new generation is in place, which like the generation of the Fifties appears also to think that youth is short-lived and well spent in Florida dancing lewdly on the beach – a harmless rebellion in advance of a lifetime's obedience. As it happens, not many of these young achievers are acquainted with Steely Dan. Don't know Kid Charlemagne. Don't know Josie, don't know Peg. It's been awhile. So Becker and Fagen are visiting a recording studio in Manhattan, in the West Fifties, on a Saturday night in January.

Fagen says, "I have no idea what we're here for."

Becker says, "Our record company wants people to be able to hear our record on the Internet."

Fagen nods. A red button on a phone is blinking rapidly. "Does this look right?" he asks.

"One of the receptionists has gone into fibrillation," Becker says. He pours coffee. Fagen opens the door to a refrigerator and picks up a container of milk. He holds it in front of his face, squints, then puts it back.

"Let me put it this way," he says, "I need really recent milk. Maybe I'm wrong."

"What was the date on that baby?" Becker asks.

"That was yesterday's milk," Fagen says. "In recording studios you have to keep your eyes open."

Over the next hour they drink coffee and eat Fig Newtons and occupy chairs in a room with big speakers and instruct an engineer where to begin and end the excerpts, one from each song. When they're done, they will take a taxi down Broadway to a jazz club in the West Twenties and listen to Ray Bryant, a piano player who worked for a while with Miles Davis, among others. "On his own," Fagen says, "he has a little more of a gospel feel." They will arrive late and sit unobtrusively at the back of the room and drink Cokes and eat dinner and applaud several of the solos. At the end of the set, Fagen will introduce himself to Bryant and enumerate the Bryant albums he has in his collection, and Bryant will say, "Well, it sounds like you got all of them." The older jazz musician sitting with Bryant, who, like Bryant, has no idea that Fagen might be anyone other than, say, a lawyer or perhaps an accountant, will regard him as a rude white guy who has interrupted his conversation, which pains Fagen and leads him to think that he shouldn't have disturbed Bryant in the first place, except that nearly since childhood, he has had the habit in these small clubs of approaching musicians he admires. Fagen will return to the table, where a few moments will pass before the waitress will inform him and Becker that they have to leave, because the table has been booked for the second set, which is sold out.

At the studio, though, having completed the last excerpt, Becker turns to Fagen and says, "If you downloaded that and listened to it, you'd be intrigued."

Fagen, whose manner is unhurried, says, "Well, that's not saying much, for me to be intrigued."

To the engineer Becker says, "You'll make a copy and send it to me?"

"If you can wait ten minutes," he says, "you can take it with you." He asks Fagen if he would like one, too.

Fagen shrugs. He says, "Naaah." Then, "Actually, make me one and throw it away."

Fagen has black hair that has gone gray and a short black beard. He has a wide, square face, with a somber and obscurely melancholy expression he looks like a cross between Abraham Lincoln and Al Capone. He has a slight sneer. His upper lip looks like a curtain being raised. His walk is striking. It's as if his body were divided into quadrants – top, bottom, right and left – and, because of some disagreement among them, no quadrant will execute a movement until another one has. A foot leads, is withdrawn, a shoulder advances instead. The effect resembles a kind of dance. It's leisurely and a little extravagant, and it wouldn't get you anywhere in a hurry. Fagen's walk is not his only compelling physical trait. He also has a slack, loose-limbed way of sitting on a chair or a sofa that makes him look as if he had been poured onto it, as if his body were a column of water on its way toward the floor, a stream flowing over rocks, as if he were about to go down a drain. Otherwise, standing, or sitting on a piano stool, his carriage is upright.

Becker has a round face, straight brown hair with strands of gray, and a short brown and gray beard. His complexion is fair. He wears wire-rimmed glasses with round lenses. His eyes are alert. Partly because of his beard, his expression doesn't appear to change a great deal. The directness of his regard conveys both a sense of cheerfulness and menace. Someone who is fond of him described him to me by saying, "Walter has a kind of ring around him, an aura, that suggests that if you fucked with him he would go to the ends of the earth to get even. This has been very good for Steely Dan. It scares the businessmen." Becker's intelligence (like Fagen's) is acute. He is capable of an unhurried and explicit concentration. He will listen to six different versions of several bars of music that sound apparently identical until he has found the one he prefers, and he will also be able to describe what he didn't care for in the five other versions. Moreover, he usually can do this faster than anyone else in the room. He is an exceptionally accomplished guitar player who doesn't seem to think that he is. A Becker guitar solo is notable for its sly and shapely economy, for its lyrical qualities, for the supple and literate design of his phrasing, and for his offhand ability to make complicated statements succinctly. In the sparseness and understated manner of his remarks, he has perhaps been influenced by Miles Davis.

Fagen rarely plays a solo, although he is perfectly capable of it. Neither he nor Becker is especially ambitious of acclaim. Becker has said that it wouldn't bother him at all not to play on his own record, and Fagen says that he only undertakes a part when no other musician can be found.

Although Becker sings all of the songs on his own record, 11 Tracks of Whack, which was released in 1994, he rarely sings onstage, and Steely Dan has never recorded a song in which he is the principal vocalist. Becker's voice is deeper than Fagen's and not as suffused with anxiety. Fagen's voice is the voice of a sophisticate. It suggests nightclubs and smoky atmospheres and big-city fun, and Becker's is somehow brooding and undefended and redolent of misfortune and loneliness and remorse.

Their manner with one another – the laconic exchanges between them, the absence of impatience, the apparently effortless way they have of working together – conveys a deep acceptance of each other's nature. During rehearsals, if Fagen leans toward the microphone and asks, "How did the vocals sound?" everyone in the vicinity knows that Becker's is the opinion he's soliciting. During breaks, while the band disperses, they often sit with each other. Long periods of time apparently pass happily without either of them saying a word.

Denny Dias, who knew Becker and Fagen even before the three of them were part of the original version of Steely Dan, says, "Walter and Donald are one person with two brains. Walter keeps Donald from going off the deep end, from writing rondos and fugues that people might less want to hear than the music they write together. And lyrically Walter's got that biting edge. Donald's not nearly as sarcastic. When you put them together, the result has an edge, but it's also got insight and compassion."

It is perhaps true that Becker's sensibility is more acerbic than Fagen's is, but 11 Tracks of Whack concludes with a song called "Little Kawai," written for his son, and if a father ever wrote more disarmingly of his love for his mischievous boy I am unaware of it.

Childhood: Fagen grew up in Passaic, New Jersey, "on the Jersey frontier," he says. His father, Joseph, was an accountant. As a young woman, Eleanor, his mother, sang during the summers at a hotel in the Catskills called the Ideal Hotel. She was susceptible to stage fright, however, and quit singing in public when she met Fagen's father. Alone in the house after her husband had left for work in the morning, she sang to amuse her son. When he was seven, his parents rented a guitar for him and he took lessons, but the strings were rusted and too far above the frets and they hurt his fingers, so he gave it up. For a few years he was interested in blues and in rock & roll, but by the time he was eleven he had been made aware of jazz by his older cousins, mainly one who "had boyfriends with motorcycles." At night he listened in his room to radio programs from New York, such as Symphony Sid's and William B. Williams' Make-Believe Ballroom, which featured jazz. Around this time Fagen's parents bought a piano for his younger sister.

"Donald really started with music when we bought the piano," his father says. "He didn't want lessons, but he would sneak onto the piano stool periodically. The first song he learned was 'Exodus,' the theme from the movie. He heard it on the radio, and he had a knack for recalling whole songs. We decided that he ought to have lessons. Near where we were living was a famous music school, and we took him for an audition, and they said, 'Let's see what he can do.' He played 'Exodus,' and they said, 'Well, fine, but he's going to have to start from scratch and do it our way,' and he didn't want to, so he's self-taught."

Fagen was a solitary child. At his insistence, one of his classmates shared his enthusiasm for jazz, but only briefly. He belonged to the Stamp Club. He quit Little League – "I was subject to the psychout stuff," he says – and he quit the Boy Scouts because he was so allergic to poison ivy that he couldn't go camping. On the weekends he sometimes rode the bus to New York and went to the Village Vanguard, where he persuaded the doorman to let him in. The waitresses usually sat him on a banquette near the stage, and sometimes he could lean over and talk to the musicians. The last bus home left at one-thirty, and if he missed it he slept on a bench in the station.

"He was so immersed in music that nothing else mattered," his father says. "We never stopped him, really, except when he played so late it was time to go to bed. We used to tell him, 'Donald, please stop playing the piano. You're keeping your sister awake.' When he went to bed he had the radio in his room. Otherwise he was always quiet. We used to have a swimming pool, and he was a good swimmer, and after his swimming he would sit in the shade and read."

"He read a lot," his mother says.

"He read unendingly," his father says.

"He still does," says his mother.

In 1965, Fagen went to Bard College, in upstate New York. He had thought he might be a theater major but dropped the idea "when I saw that they had to lie on their backs and yell. I was too self-conscious for that." At the end of his first year, he went for the summer to San Francisco and tried to find a job but had no luck. "I only went to one concert," he says, "because I had no money. It was Big Brother and the Holding Company and Jimi Hendrix at Winterland. Then I met some people who were going to Big Sur to camp, and I went with them and got poison oak and flew home."

[JOSEPH FAGEN: One time he took off for California as a youth, and he got in touch with some poison ivy, poison oak, poison sumac, one of them, I don't know which, and he blew up like you couldn't recognize who he was. In fact, coming home on the plane, one of his cousins was on the plane with him, and she didn't recognize him.]

"I remember when I met him, he had poison oak," Becker says.

Becker's father sold paper-gutting machinery he imported from Germany for a company that had offices in Manhattan, near the city's printing district. His parents separated when he was a small boy, and his mother, who is British, moved to England. Becker was raised by his father and grandmother. They lived in Queens, then for several years in Scarsdale, New York, then, when his father grew tired of the commute to his office, in Queens again. When Becker was about fourteen, a slightly older boy named Randy Wolf moved to his neighborhood. Wolf's stepfather was a drummer, and Wolf knew the rudiments of blues-guitar playing, and he showed them to Becker. Eventually, Wolf and his stepfather moved out West and Becker never saw him again. At the suggestion of Jimi Hendrix, Wolf changed his name to Randy California, and he and his stepfather were members of a popular band of the period called Spirit; California died several years ago, in a drowning accident in Hawaii.

Each year Becker's father spent a month doing business in Germany. When Becker was sixteen, his father survived a heart attack, and as a consequence he and his son drew closer. "He saw me as more of an adult," Becker says, "and we talked about things that we planned to do together. I took him to the airport then, for one of his trips abroad, and four weeks later he died on the airplane coming home. I reacted badly to it in a number of ways, and nothing captured my imagination again for a while."

When Becker arrived at Bard, a year after Fagen, he discovered that there were four rock & roll bands, all of which included Fagen. One of the bands had three guitar players, none of whom were any good, and eventually Becker replaced them. He and Fagen became friends quickly. "We clicked on every level as far as the kind of stuff we liked," Fagen says, "the way we defined ourselves – the way we were trying to, anyway. We listened to the same jazz stations. We liked the same books. When he got there, I was writing essentially comic songs that combined pretty much all the elements that ended up being the elements, and Walter was doing the same sort of things. He was a little bolder maybe than I was in what he was willing to address in a song. Bolder in the sense that maybe my attempts were more in a fantasy realm, and he addressed things that maybe started from a more precise observation, even though they might veer into fantasy. I tended to be a little more insular, left to my own devices. We would end up sitting around this piano in the common room of one of the dorms."

Whenever an occasion arose, they organized a band.

BECKER: Halloween dance.

FAGEN: The campus club. Opening of the art center.

BECKER: We played at a hotel.

FAGEN: We did a benefit for the NAACP as a jazz trio.

BECKER: The Don Fagen Jazz Trio.

FAGEN: We'd play the less challenging standards of the day, Miles Davis.

BECKER: But they liked our Halloween band.

FAGIN: We did Moby Grape, Rolling Stones. There weren't many musicians at Bard.

BECKER: I went because a good folk picker from my high school went there.

FAGEN: A lot of people at Bard were content to look like musicians.

BECKER: And put their speakers out the window.

FAGEN: There was a lot of that.

BECKER: I noticed that everybody had a car, except me and Donald. I reluctantly had to conclude that not all socioeconomic groups were equally represented. We were the most impoverished people at the college.

FAGEN: I never saw women with hair like that, beautiful hair. And all the guys had these beautiful green corduroy coats.

BECKER: Also, a lot of Porsches and Jaguars.

FAGEN: Two-seater cars.

BECKER: Which made it difficult to hitch, really limited your possibilities.

FAGEN: Walter left before I did.

BECKER: I was on an accelerated program. I was out of there in no time at all.

Fagen graduated in 1969, having written a thesis on Hermann Hesse. He and Becker moved to apartments in a building in Brooklyn. Before long they had the idea that they might sell the songs they had been writing to one of the music-publishing companies that had specialized in providing music to singers and bands in the era before Dylan and the Beatles, when musicians typically relied on their producers for material. A number of these companies had their offices in the Brill Building, in Times Square. The day Becker and Fagen visited the Brill Building happened to be one on which a music convention was taking place. Most of the offices were empty. Becker and Fagen knocked on a door on which was written JATA. When it opened, Fagen said, "Hi, my name is Donald, and this is my partner, Walter. We have these songs . . . " They were invited in, they played a few songs. JATA stood for Jay and the Americans, a band which had had a series of hits such as "Cara Mia" and "Only in America" in the early Sixties. Jay Black's real name was Dave Blatt. He had a powerful voice – his father was a cantor – and, for a pop singer, an unusually broad range. His office signed Fagen and Becker to songwriting contracts, according to which they would be paid fifty dollars a song. They began writing in a room in JATA's office that had a piano and shopping their songs around the halls. Fagen would play the piano, and he and Becker would sing. They had no difficulty writing songs, but almost no one wanted to record any of them. The songs were about subjects outside the concerns of popular music – one is about a robot – or were too peculiarly structured, or too cynically cheerful. "We knew we were only pretending to be something that belonged there," Becker says. "There was no artist looking for this particular kind of song, put it that way, but we were only a year out of college and it was exciting." A number of songs they wrote during this period were released on two CDs, called Android Warehouse and Becker and Fagen, the Early Years. They managed to sell "I Mean to Shine" to Barbra Streisand, but it is not a song they are proud of. By the time it had been bought they had given up most of their rights to it in exchange for being let out of their contract with JATA. One day they played some of their songs for Jerry Leiber, the producer who wrote the lyrics to "Jailhouse Rock" and "Hound Dog," and he said, not unkindly, that the songs reminded him of German art music.

When Jay Black offered them work in his band, they accepted. They were paid a hundred dollars apiece for each show, in cash. Onstage they were introduced, at their request, as Tristan Fabriani and Gus Mahler. Black, who liked them but found them dour and enigmatic, called them Manson and Starkweather. After about a year, during which they and the other Americans went up and down the East Coast and to Florida in the winter and played for 20,000 people at Madison Square Garden as members of a revue, Becker and Fagen received word from Black's managers that their pay was to be cut in half. The managers did not seem to Fagen and Becker to be the kind of people with whom one could safely disagree. They asked to speak to Black. After a performance, the three of them walked out into a parking lot. Black picked up a stone and said, "If you can throw a stone farther than I can, you get your money."

"We could see where that was headed," Fagen says.

What Fagen and Becker wanted most of all was a band that would play their material. They answered an ad in the Village Voice placed by Denny Dias, a guitar player on Long Island who was looking for musicians to play piano and bass in his band, Damian. By now Becker was living in Queens. Neither Becker nor Fagen had a car. Fagen would take the train to Becker's house and Dias would drive to the city from Long Island and pick them up for rehearsals. The band never actually performed anywhere. They started rehearsing Fagen and Becker's songs. Fagen and Becker took over, and eventually they and Dias fired all the other musicians. "Also," Dias says, "we never really found a singer." Some of the songs and the parts were almost more complicated than any of them could play. "Walter and Donald would come up with something intricate," Dias says, "and they'd say, 'Listen to that,' and I'd say, 'Yeah, listen to that, no one wants to listen to it, either.'"

In the meantime, Gary Katz, a producer they'd worked with in New York, had taken a job in Los Angeles with ABC Records and had persuaded the company to pay Becker and Fagen $125 a week to write songs, what Becker calls "probably the last songwriters' jobs ever." They found apartments near Katz's in Encino and took driving lessons. Until they completed the lessons, Katz drove them to work or they hitchhiked. They had an office with a piano, and they wrote three or four songs a week for the company's acts, which included the Grass Roots, Denny Doherty of the Mamas and the Papas, Three Dog Night and John Kay, who had been in Steppenwolf. Only one of their songs proved to be useful. It was called "Giles of the River," and it was recorded by Kay. Becker says that it concerned "a kind of street Buddha figure." He also says, "We took ourselves more seriously than anyone else took us."

Katz had it in mind that the money Fagen and Becker earned writing songs would support them while they assembled a band to record their own work. They brought Dias out from Long Island, and Katz found them Jeff Baxter, another guitarist, and Jim Hodder, a drummer. The five of them rehearsed after hours in a new wing of the company's building that no one had moved into yet. Fagen ended up as the band's singer. "Never in his life did Donald plan to sing," Dias says. Fagen once told a reporter, "The songs have to be performed with a certain attitude, and we couldn't find the right singer when we started. I became the singer by default, because I was the only one with the right attitude."

The band rehearsed for two months. They took their name from a dildo in the novel Naked Lunch, by William Burroughs, thinking that the reference was sufficiently obscure that no one would divine it. When their record, Can't Buy a Thrill, was released, they were surprised to be called into the office of one of the company's executives and told that they would have to go on tour or the company wouldn't put any money toward the support of the record, "and our careers as recording artists would essentially be over on that day," Becker says. Typically a band releasing its first record will have performed for several years in clubs. "Not only did we not have three years playing in clubs," Becker says, "we hardly knew the guys." Furthermore, the band had never really performed the songs on the record. "In the process of rehearsing for the record," Becker says, "we had never rehearsed with Donald singing. We rehearsed for the way we were going to make the record, the rhythm tracks mainly, and Donald went into the studio and sang over them. What I recall is the company got us a club gig out in Pasadena, and we played there for a week or two, then they got us a roadie/tour manager to make sure all the equipment got where it was supposed to, and we were off. We were an opening band, so we didn't need that much material. We came home after the first tour, and 'Do It Again' was a slow-building hit, so they sent us out almost immediately on a tour that I remember was a long, depressing march through Middle America, and ended with our being snowed in at the airport in Lincoln, Nebraska, with Frank Zappa and his band of the day, whose show we had opened the night before."

Becker and Fagen disliked touring. The travel wore them out, the sound in the halls never met their standards, most of the time they were the opening act for the Beach Boys or Chuck Berry or the Kinks or some other band and the crowd wasn't theirs. Moreover, they couldn't write while they were on the road, so that when they got home they had no new material and often they weren't home long enough to write as much as they liked to. In the manner of the Beatles, they decided only to make records, and to hope that there would be an audience sufficiently large to sustain them. Beginning with PretzeI Logic, their third album, they began hiring studio musicians to record parts more complicated than anyone in the band could easily manage. When it was time to tour, the musicians in the band learned the parts and performed them. In 1974 it was borne in on Becker and Fagen that if they had no band, no executive could order them out on the road. The rest of the band liked touring and weren't more than temporarily disappointed to hear the news and went on to other work. Only Dias stuck around, and he drifted off after Aja, the band's sixth album, in 1978. "At that point I was going into the studio once a year," he says, "and there was less and less for me to do." Becker says that he and Fagen were writing fewer songs that took advantage of Dias' style. The band anyway had nothing to do with democracy. Becker says, "Donald and I had more of an idea that comes from an East Coast Brill Building tradition, of an almighty producer, when you had a Leiber and Stoller, or at its extreme a Phil Spector, who knew exactly what they wanted. What Butt Bacharach did with Dionne Warwick. He was looking for a diva to front his outfit and found her singing in a gospel group in New Jersey. His music was very difficult, and he needed someone who could execute what he was looking for."

Aja, made in California with studio musicians, sold a million copies. Becker and Fagen moved back to New York. Trying to do better than Aja, they set to work on what became Gaucho, which turned out to involve difficulties they hadn't imagined.

FAGEN: We didn't have a band, we had studio musicians, which are expensive to rehearse. If you go in and try to play things in the studio with people who haven't rehearsed, there's every possibility that you won't get what you're looking for.

BECKER: We had a day like that in 1979, only it lasted about fourteen months.

FAGEN: We'd done several albums with studio bands, and it worked.

BECKER: Disco was big and we were trying to combine things we liked in disco.

FAGEN: The locomotion.

BECKER: The forward motion that was a relentless groove – that whack-whack-whack – where the beat never fluctuated.

FAGEN: And we were trying to incorporate that with interesting chord changes and figures and going in and out of sections.

BECKER: Also it seemed to us that the music should be seamlessly put together and have a high level of polish. We didn't want to sound like kids trying to play jazz, which I think it pretty much did sound like sometimes.

FAGEN: I think a lot of the ways that Aja sounded had to do with the way musicians were playing at the time, it was more subtle, included more elements of jazz and rhythm & blues.

BECKER: With Aja there was a sort of happy conjunction between our tastes and the backgrounds and styles of studio musicians at the time.

FAGEN: And it was kind of old by the time we were working on Gaucho.

BECKER: And we didn't get lucky.

While making Gaucho, Becker experienced two profound setbacks. The woman he was living with committed suicide in the apartment they shared by taking an overdose of drugs. And not long after that he was struck by a car on Central Park West. His leg was broken in several places, and he spent six months recovering, much of it in bed. Gaucho had already been recorded, but not mixed, and so Fagen had to do all the work that remained without Becker's help. By the time he was finished, he and Becker had grown disengaged. Becker moved to Hawaii to address a collection of dependencies which he has described as "social ills."

During the years they were apart, Fagen made a record by himself, The Nightfly, which sold well, and wrote music for some movies and for Gospel at Colonus, an off-Broadway play. He also wrote satirical columns about movie music for the magazine Premiere. Meanwhile, Becker applied what Fagen describes as "sheer Bavarian willpower" to gaining control of his difficulties. For a year he hardly played guitar. He got married. He and Fagen seldom talked.

Becker is not married anymore. He has two children, Sa, a girl, who lives in Hawaii, and Kawai, who attends boarding school in New England. Fagen is married to Libby Titus, a former singer and a songwriter. They met in 1987. Each had gone backstage to visit Dr. John. Titus had attended Bard the year before Fagen but had left when she was nineteen to get married. She came back once to visit friends and he saw her. "Only from a distance," she says, "but I was wearing a fur coat and had a short, short skirt and was all done up, and he said he thought I looked like bohemian royalty." When she met Fagen he mentioned having seen her at Bard. They exchanged numbers, "and a month or so later he called and we went to dinner and got into this conversation that never ended," she says. "He took me out to dinners, and we kept talking until the spring of '89. I had been producing these little shows hosted by Tom Schiller, a terrific writer and filmmaker and comedian, at this little Italian restaurant on Thirty-ninth Street that had room for thirty people. One night it would be, say, Dr. John plus Carly Simon, and it was by invitation only. Another night I had Duke Ellington's bass player, Aaron Bell, and that night Donald came, and he really loved it. In May of 1989 he did a show for me with Dr. John at Elaine's, of all places, and it was the first time he had performed in years.

"After that we decided to do our own show. We got various artists to do Jerry Ragovoy songs. Donald didn't want to perform, but I said, 'You have to, or no one's going to come.' We did our shows once a month or once every two months then – it became the New York Rock and Soul Revue – until the beginning of '92. And it brought Walter to New York. He had come back to produce Donald's album Kamakiriad, and then he was playing guitar onstage with Donald."

While doing the Rock and Soul Revue, Fagen and Becker began to feel that people were still interested in Steely Dan. By now they had started writing together again. For a time, while Becker was living in Hawaii, they had a WATS line, and they wore earphones and worked with each other over the phone. They assembled a band called the Citizen Steely Dan Orchestra and made tours in 1993 and 1994.

A collaboration as long-lived and intimate as the one that Fagen and Becker have engaged in is "not in the cards for most people," Becker says. "When you start to work with someone, there's a negotiation that takes place involving what's going to happen when you have a difference of opinion. Most attempts at collaboration never survive the negotiation. Merely being agreeable is not enough. You don't know why one part is better than another necessarily, but you know which one appeals to you, and if you are forced to sacrifice those intuitive insights to the politics of the collaboration, you lose.

"Also, a lot of ideas go nowhere, and too many of them will kill a collaboration. Or if you can't agree on anything. You're going to have to go on to work on something else or find a compromise so that each of you gets to keep something he likes."

A typical Steely Dan song is complicated in terms of its harmonic structure, but not self-consciously so. It may include several changes of tempo, some of them brief and unobtrusive. The lyrics are not merely atmospheric or emotionally indulgent, and they usually tell a story from the point of view of a narrator. In the manner of Duke Ellington's compositions, every element of the song is written and room is left for a soloist. The music's production is exquisitely precise. Close attention has been paid to the relationships among the music's components – the instruments with each other, the singers with each other and all of them together. The attendance to the fine textures of sound often results in music that can be listened to again and again while revealing new and subtle pleasures – the stuttery, sibilant hiss of a cymbal, the almost fabriclike grain of a chord.

The intention toward clarity comes partly from Becker and Fagen's interest in jazz, where, compared with rock & roll, the sound on a record is drier and more immediate. There are few buried elements. The instruments seem to be close to the listener's ear.

Two Against Nature derives its title from a nineteenth-century novel by a French writer named Joris-Karl Huysmans. For years it was published in translation as Against the Grain. Lately the title has been changed to Against Nature. "It's a very funny book about a French aristocrat of great wealth who decides to retire from the world and live in a realm of the senses," Fagen says.

"A kind of ultimate aesthetic life," Becker says.

"He builds a house in which he includes a lot of devices," Fagen says "At one point he constructs something called a perfume organ, which he passes quickly in front of his face and which releases various fragrances. The book has a chapter about flowers, and one about the sense of smell. It's the book that inspired Oscar Wilde to write The Picture of Dorian Gray."

One of the songs on Two Against Nature, "Jack of Speed," includes music they found on a cassette that was twenty years old. Originally it was at least partly a reggae song, now it is more of a shuffle.

In order to make an hour-long video that will include scenes of the current version of Steely Dan rehearsing and performing, and also preparing to tour, Becker and Fagen and the eleven musicians they have engaged began working in January in a studio on West Fifty-Second Street, a big, warehousy room, like a cube. On the first day of the rehearsals, Fagen had arranged to arrive an hour late; he had a dentist appointment. He walked in with his hands in his pockets and said "Hello" in a British accent. As it turned out, he had cancelled his appointment. He was worried about catching the flu. "You know how you get your teeth cleaned and you get the flu," he said.

The rehearsal went like this: They would finish a song and Becker would say, "If it were up to me, I would make it faster than that," and Fagen would say, "Really?" and Becker would say, "But it should be up to you," and Fagen would say, "The main thing is that it should have that shuffle in there, 'Chockey, chockey – chockey, chochey, hump da hum.'" Or they would finish a song, and Fagen would say, "We aced that," and the band would begin clapping, and Fagen would say, "Are the guys making fun of us?" and Becker would say, "It seems a little early in the tour for that." Or, during a song the bass player, frowning at his chart, would wave his hands in the air, and the song would come to a halt, and he would say, "Hold it, hold it, we're supposed to do a verse here at fifty-one," and Becker would say, "That's called area fifty-one, there's always a little confusion there." Or a song would fade away unintentionally, and Fagen would say, "That's a good way to end it," and Becker would say, "A deterioration thing."

Or, during a break, their manager, Craig Fruin, would show them the art for the cover of Two Against Nature and say, "And here's what will be on the cassettes," and Becker would wave him off, saying, "We don't bother with cassettes, Craig. They're too small. Who can read them?" Or Fagen would mention a man named Lonnie and say, "He was my roommate at Bard, he was a painter, and he had one of the first lofts, on Chambers Street, I think. He had the second floor, and a guy named Evan Stoller, a sculptor, had the first. He was famous for making a huge mechanical frog, it actually would leap toward you, and it was kind of scary. I stayed there a couple of times when Walter and I were first in New York. There were a lot of people around Lonnie. Roswell Rudd, a jazz musician, used to rehearse in his loft, it was a kind of scene. I heard recently that Lonnie had died. I don't know what happened, but he had a lot of miles on him." Then they went back onstage and tried one of the songs at a faster tempo. When they finished, Fagen said, "I like that tempo, if it's OK to play," and the drummer said, "If you can sing it, we can swing it."

Or after lunch, while the other musicians were watching a movie on the bass player's laptop, or making calls to set up other work, Fagen would sit at the piano and play a slow blues, and Becker would pick up his guitar and play along with him, and because they were separated by twenty or thirty feet it would take a moment to realize that they were reenacting a scene from thirty years ago in the common room at Bard.

During the period when Becker was in retreat in Hawaii, Fagen lived in New York. Whenever he went to a club to hear jazz, he approached the musicians between sets and said that he owned records they had made or mentioned a song of theirs that he admired. Then he asked them to autograph a napkin for him, and to include the inscription "To Walter." "They had no idea who I was," he says. "They thought I was 'Waiter.'" The autographs were a play on Fagen and Becker's shared enthusiasms and on elements of their friendship.

"We used to go for walks in the city when we were writing songs," Becket says, "and one day we went to York and Seventieth, which is a little out of the way, and we saw this club, a picture window with a doorway, and we started to amuse ourselves by saying, 'Look, it's the club where all the jazz greats who are dead still play. Ellington and Monk and Coltrane and Parker, and it's the original music, and the old arrangements and the original styles, and there are beautiful waitresses and cheap beer.'"

Where he was sitting when he made these remarks was with Fagen in a room by the bar at the Carlyle Hotel, a room with a high ceiling and a carpet and a huge flower arrangement. We were having tea. There was a plate several tiers high of small sandwiches on our table. When I mentioned the autographed napkins, Fagen said that he used to put them in an envelope and send them to Becker and that he kept up the practice for several years.

"Just to keep him going," Fagen said.

Becker, sitting beside him, made no reply. He appeared to be examining his hands in his lap. Fagen shrugged and looked away. "Or so I thought," he said.

Raising his eyes, Becker said, "I didn't die."

This story is from the March 30, 2000 issue of Rolling Stone.

To read the new issue of Rolling Stone online, plus the entire RS archive: Click Here

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