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Walter Becker

North Hollywood, California


r Becker is a mysterious guy for a number of reasons. As the nonsinging

be, of Becker and Fagen, the core of Steely Dan, his contributions to
songs were never certain. More than a decade now since the release of
ir last album, Gaucho, it's still difficult to go back over their' records and
mguish Becker's ideas from Fagen's.
This mystery was fortified by the fact that for many years, Steely Dan exonly in the studio, so fans had no way of seeing Becker in action. And
king at the album photos didn't help at all: Donald and Walter made a
t of appearing as distant as possible by wearing shades and never smiling,
ndencv that led even Rickie Lee Jones to believe that they simply weren't
nice. (In fact, they were just trying to look cool, as Walter explains.)
Then there are the songs. Since they met at Bard College in New York,
ker and Fagen shared an enthusiasm for expanding the potential of the
ng both in terms of lyrical and harmonic content. Since Donald's nasal New
Irkvoice was better suited for irony than sincerity, they veered off the wellden path of introspective songwriting others were taking in the seventies to
create brilliant oppositions of words and music: succinct, sardonic lyrics set to
the slickest, tightest jazz a pop song could hold. They shared a passion, borderon obsession, to push the limits of what songs can do while staying within
e realm of rock; they explored previously unexplored lyrical areas with a wit
d literate ingenuity few others possessed at the time. And they stretched the




harmonic potential of the pop song (partially via the use of their "Mu chord,"
detailed herein) without ever abandoning the visceral rhythms of rock.
They also swam against the current of spontaneous, haphazard rock reo
cordings to set a new standard in terms of record productions. Disbanding their
original lineup after the third album, they evolved to the essential core of
Becker and Fagen only, surrounded by the brightest satellites of the rock and
jazz worlds.
Gaining a reputation as studio tyrants (which Walter dismisses as inaccu.
rate), Becker and Fagen cooked up tracks that are at once burning and pristine; hot, sizzling jazz textures with the tightest, most precise rhythmic
foundations imaginable.
Steely Dan, whose name was derived from a sexual toy out of William
Burroughs' Naked Lunch, started in 1972 and immediately established a sophistication in their songwriting starting with their first album, Can't Buy a Thrill
and continuing through Countdown to Ecstasy, Pretzel Logic, Katy Lied, The
Royal Scam, and culminating with Aja, their last album of the seventies. Any.
one who ever decries the lack of good music in that decade need only read
that list to be silenced.
In 1980, their last album of original material, Gaucho, was released
Dan was done. Fagen released Nightfiy in 1982, a solo album that
sound of Steely Dan (since it featured Donald's distinctive voice and
the same musicians) but lacked a level of darkness and irony in the
possible clue to the Becker influence.

and the
had the
many of
lyrics, a

He was born in New York on February 20, 1950, and knew Donald Fagen
for a couple of years before they decided to become partners in 1969. Their
first collaborative effort was a score for the film You Gotta Walk It Like You Talk
It starring Richard Pryor. Attempting in vain to peddle their songs around New
York, they eventually landed jobs as support musicians for the band Jay And
The Americans, most famous for their hit "Cara Mia Mi." They met producer
Gary Katz at the time as well as guitarist Jeff "Skunk" Baxter, and Katz used
his connections at L.A.'s Dunhill Records to get them a songwriting gig. Even
then, though, their songs proved to be too unique to sell to other artists, and
Katz interceded again to get them their own record deal. Along with Skunk,
they enlisted guitarist Denny Dias, drummer Jim Hodder and a lead vocalistDavid Palmer-who
was eventually completely replaced as lead vocalist by
Fagen. Their debut album, Can't Buy a Thrill was a success, fueled by the hit
"Do It Again," and Steely Dan was on its way.
. At the time of our interview, Becker mentioned that he didn't have "the
luxury to wish" he had a better singing voice, and openly contemplated record.
ing his own solo album. "I saw how much fun Rickie had making her album,"
he said of Flying Cowboys, the Rickie Lee Jones record he produced, "and I've
been wanting to do it myself"
Since then, he carried through with that promise by recording the glorious

11 Tracks of Whacks, his first and only solo record, and it's shed a lot of light
into the mystery of Walter Becker. Since Steely Dan's songs were all projected
through the Fagan persona, it was easy to assume he was the guiding spirit of
their songwriting. This record proves them wrong; brilliantly inventive songs


'Surf and/or Die" and "Book of Liars" make it evident that Walter Becker
the goods to guide the Dan every bit as powerfully as Fagan.
These days he makes his home over the horizon in Hawaii, though he
a little office in North Hollywood, and it's there that we met. He's a
spoken, intellectual man who was willing to discuss Steely Dan at length,
lng us a rare perspective into the interior of one of the world's greatest
When working in Steely Dan, you said you would sugarcoat subversive
ents in your songs. Was that a conscious aim to mask the message of
Not so much messages, but using jazz harmonies in pop songs. At that
e the people in the rock audience, if they were aware they were hearing
ething that sounded like jazz, weren't too happy about it. This is something
t Donald [Fagen] and I always had to struggle with, to incorporate some
onic elements that were more sophisticated than rock and roll and still
Iveit sound like rock and roll.
So I don't think we were deliberately trying to hide things, but we were
. .g to combine disparate elements in a way that would make them work. So
,e of the things we would have to do was to make these little moments of
onic density more palatable, integrate them well into what was going on.
d also there were sometimes very strange lyrics for a pop song; rather than
ke the setting reflect the strangeness of the lyric, it would seem to work best
us if the setting was relatively polished and flowing.
When you began your collaboration, did you ever discuss the kinds of
gs you wanted to accomplish in your songs?
Sometimes we'd have an idea for a bizarre thing we wanted to do ,in adnee. I think we both knew we wanted to write smart, sophisticated, witty
. ds of songs.
Was there any artist the two of you were emulating at the time?
Not as writers, no. Looking back, the songs that we were writing were inuenced by the overall tenor of the times. Like everyone else, there was a Bob
Ian influence and there were some folky things we did, The Band was hap.
pening, that kind of stuff was influential.
Jazz was always a big influence because Donald and I were both jazz fans.
It's surprising that you mention Dylan and The Band, whose recordings
em so spontaneous compared to the precise tightness of Steely Dan.
That's something that just evolved. Coming from a time when people just
rew things together and went into the studio and let things happen, that
seemed like a logical progression to us. To get some of the tightness and preciion that certain kinds of jazz had.
That influenced us in that kind of perfectionism ... and then, you know,
pure neurotic drive took over at a certain point, and we ran on that pretty well
for a few years.
Is there any way of musically explaining how you achieved that tight.
ness? Does it mostly have to do with the lock between the bass and drums?




Yeah, we would spend many, many hours just trying to get things to be
rhythmically precise. And especially when you're overdubbing things, layer after
layer, that's very important. I would say that was a general trend in the seventies in record production up to and culminating in drum machines, where you
have absolute and utter precision, although in many cases you have absolutely
no groove because it's a machine.
Back before the days of drum machines, how did you communicate
your ideas to drummers?
I'm kind of a drum fteak myself so I would always have a pretty good vision of what I wanted. We would describe what we wanted to a drummer, listen
to what he did, and then take it from there. But in the case of Bernard Purdie
there was no point in having any ideas because he was going to do something
that you couldn't really imagine. And he was the kind of a guy who could look
at a chart and see a record in his mind's eye. He would put it together and
make it orderly, make the transitions work. If he found something he liked, he
would use that over and over and give it structure in that way.
That's also surprising to hear, because you and Fagen have a reputation
for being studio tyrants and telling each musician exactly what to play.
Not at all. We would go in with a piano chart that showed Donald's chord
voicings, and Donald would usually go through the keyboard chart with the
keyboard player. The keyboard parts, in most cases, were so integral to what we
were doing that a lot of the ingredients had to be there in that way. But then
the keyboard player was free to articulate and add things to that, so there was
a lot of just blowing. And that's basically what was written. No bass parts were
The guitar players had nothing written for them and they would come up
with their own parts. We would listen and suggest things but there certainly
wasn't any score.
Would you record bass, drums and keyboards simultaneously?
Yes, usually bass, drums, keyboards, guitar. Yeah.
You mentioned writing out the chord voicings for your songs. I've been
intrigued by what you and Fagen called, in your songbook, the "Mu chord."
Yes, the "Mu chord." Probably the less said about that, the better.
It was kind of a joke, that name. In the late sixties when we first started
writing together, we would write or play very simple tunes and the way that we
came up with hopping up major triads was to add a second, usually right under
the third. This was one of the few alterations that you could do to a major
chord and still have it sound like a major chord and not a jazz chord.
I don't remember why the name [laughs] "Mu chord." I'm sure there was
some very important reason at the time.
It's much harder to play on guitar than piano. Would you do it on guitar often?
That's something that I did where available on guitar. It's always available
on piano. We had Denny [Diaz] do it on the guitar because he had far greater

exteriry. But whole-tone dissonances like that are quite awkward on guitar except in certain open chord positions.
When you started using that chord, did you make a decision that it
would be a signature chord for Steely Dan?
We just did it so much that it ended up that way. And as time went on,
we developed other chord alterations that became associated strongly with
what we did. And [Fagen] continues to explore the fringes of tonal organization; harmonic stuff that still sounds tonal but is as expanded as it can be.
Are there other chords you can name that defined the Steely Dan
The particular chord that people have mentioned to me is a chord where
you have, in the key of C, an E in the bass, a D, a G and a C on top. It's an
extension of the "Mu chord," if you will, but you move the third, the E, into
the bass. So it's a C-major chord with an E in the bass. [As well as the major
second.] I've been told that in some circles this is known as the "Steely Dan
chord." It's a chord we used over and over and now it's become kind of a generic fusion cliche harmony. There's a lot more sophisticated harmonic stuff
going on now than there used to be, so a lot of this stuff is in the public domain.
Do you see Steely Dan as being responsible for that progression?
No, I think that was inevitable, and I think that the fact that keyboard
players are so important now is responsible for that, because those are all
things that are more likely to be outgrowths of keyboard structure than fretboard structure, as you well know as a guitar player trying to deal with some of
these things. It's very hard.
You don't feel that Steely
trying to reach at the time?
I think we were trying to
that wasn't really a priority for
want things to be as rootsy and

Dan set a higher standard

than people were

be as musically sophisticated as we could and

a lot of people and still isn't. A lot of people
gutsy as possible, which is very valid, too.

In most songwriter collaborations,

it's clear who wrote what. With
Becker and Fagen, it's a mystery who contributed what to each song. Why
is that?
We were writing together for such a long time that we really adapted to
ne another. We had a tremendous rapport from the very beginning of our colboration, where we knew what we wanted to do and we weren't working at
oss-purposes. That became more and more the case. We developed a way of
orking together that really combined our sensibilities. There were a lot of
things that I never learned because Donald already knew how to do them. I
could manipulate elements of his technique without having to master the same
ings myself A lot of the themes that we developed, we developed together.
er the years, just bouncing things off of each other in ordinary conversations
,we'dbe having, and I still find this when I talk to Donald; it's very stimulating.
so he and I will be thinking along similar lines and we'll start to talk about
omething and say, [shouts] "Yeah, that's right, yeah, yeah."




I think that our collaboration was so well integrated that we weren't sur
ourselves where one guy's contribution ended and the next guy's picked up.
Did you usually work on words and music at the same time?
Usually we would get a melody first and then stretch it or do what we
needed to do to accommodate words.
You'd come up with a whole melody without any words?
No, typically we'd get a chorus together first with lyrics. Ideally. Not hav
ing a chorus was a real pain in the ass. Once you had the chorus, then yo
could construct the music for the verse, and then the melody for the verse,
and then actually write the verse. Try to make sense out of the chorus, if at
possible. [Laughs] Or otherwise illustrate it.
Did you two ever work separately on songs?
Yeah, we'd get little pieces and then bring the pieces in. And put them together.
You mentioned how the music will suggest the words, and yet with
Steely Dan the words and the music would often oppose each other or work
on different levels at the same time. When you were working on songs,
were you trying to achieve a marriage between the music and words or did
you try to have the two elements set each other off?
Even if they work together by opposing each other, that's a marriage too.
The one thing underscores the other. Either by making it sound funny or making something that does sound funny sound serious, by ironically combining
things, which we did often enough, I think.
Often songwriters experience ideas simply arriving. Do you have an idea
where they come from?
No, but that is my experience. Maybe we're channeling Jeff Skunk Baxter
Do you feel that ideas come from beyond you?
Yes, possibly.
Any advice as to how to get in touch with that 'source?
No, I think it's a matter of paying attention and diligence. And practicing
at what you do and doing it and doing it until the moment of relaxation comes
when you can be in touch with something like that.
When it's not flowing, do you stay there and work or do you leave it
In the past when I was working with Donald I had the discipline to stay
there and keep going. Even on days when you get absolutely nothing, and there
are many of them, it's important to do it. You have to do that seemingly nonproductive work to get to the point [snaps fingers] where things suddenly click
into place. You have to lay the groundwork for that.
And in your experience do the best melodies seem to be generated by
an instrument or separate from one?
Most of my ideas are when I am playing an instrument rather than, you
mean when I'm walking down the street? I have great ideas when I'm walking
down the street, but they're gone from moment to moment.



If it's okay with you, I'd like to name a few of them and see what if
any, response you have to them Let's start with "Th B t
hi k h
e as on
.a ways t in t e nice thing about "The Boston Rag" wa thar I
place in New York S "Th B
s at It too
I' o.
e oston ag was part of a state of mind. I haven't
seen on me m a ong ttrne, I wonder how he is. Hi, Lonnie!
"Aja" h,~d parts of another song in the middle of it that never made it that
kind called Stand by the Seawall." The little chunk in the middle "A " .
m of a song with a little s~ite in the center of it, and some of ~hat J~er~
~arts of tha~ so~g and oth~r miscellaneous bits and pieces that Donald had la _
around m h lshhead; things he was going to write and never did and it ju~t
a got assem ble d t at way.


"Time Out of Mind."

W~ll, we both wrote that lyric. I remember writing that at Donald's house
~ Ma~lbu. We wrote that before we moved back to New York, most of it. All
a It. 0 we must have had that one sitting around for a while.
''An~ World (That I'm Welcome To)."
Du I thm~ w.e wrote that, believe it or not, for Barbra Streisand. [Laughs] Or
s7 Sp~ngfield .. We had three or four songs that we wrote for some female
ca t da~dsomebody -:e knew was producing. The key change in it seemed
I e a goo I ea at the time.
"Rikki Don't Lose That Number."
.It .wasn't written for Ri~kie Lee Jones. Nobody had any idea that there was
a Riche Lee Jones at that time. Well, obviously, some people did It was just a
pop song.
"Kid Charlemagne."
. It was kind of an Owsleyesque figure that existed in our mind's eel
think he was based on the idea of the outlaw-acid-chef of the sixties who had
es.sentlaIIy outlived the social context of his speciality but of co
still an outlaw.
urse, e was
"Through with Buzz."
[Laughter] The less said about that one, the better, I think.
"Your Gold Teeth," Parts 1 and 2.
T~at seemed like enough, to do two versions of it. We couldn't think of
any ot er way to use that. [Laughs] I might add that the second version much
~ore c!osely resembles the original version, which we never recorded It was
Just a SImple sort of waltz.
"My Old School."
Folk-rocky. Lots of fun.
''Any Major Dude."
I thkink that was the second take. That was great. It was almost over before
anyone new they were recording it.
"Midnight Cruiser."
[Laughs] Jimmy Hodder's vocal. Old song.




"Babylon Sisters."
Very spooky song. I still like that one a lot. Some of them I don't like.
That one I do.
Rickie Lee Jones told me that she was a little scared about meeting you
at first because you looked so tough in your photos and never smiled.
I think it was just that we were trying to look cool, you know?
[Laughs] It seemed like a good idea not to smile. But as Rickie found out,
I'm actually a very jovial guy. We had a lot of laughs.
She said you turned out to be quite nice, but that you are simply too
intelligent for the rest of mankind.
[Much laughter] That's very flattering.
But not true?
I think that's up to the rest of mankind to decide.