Learn To Play: Riffs in the Key of Steely Dan

In our latest entry into the “Riffs in the Key Of” series, we're taking a look at four classic guitar parts from the quintessential studio band, Steely Dan. As you may know, starting in the mid '70s Steely Dan was a studio-only outfit that relied on a rotating cast of session pros to forge their sound, which centered on the writing and vision of Donald Fagen and Walter Becker. As their career progressed, the duo carved a reputation for infectious melodies, complex chord changes, sardonic lyrics and a staggeringly perfectionist approach to recording. When tracking albums like 1977's Aja, for example, the core Dan duo auditioned and rotated whole bands for each track to sample different styles and players.

This ever-evolving lineup makes it difficult to establish exactly who played what on each record, especially in the more fluid post-Pretzel Logic era. But no matter who was playing it, the guitar parts, solos and tones were always inventive and superbly played. Watch the video above for a walk-through on how to play four all-time classic Steely Dan guitar parts, and read below for a quick overview of just a small selection of the players who contributed to the Steely Dan guitar sound.

Steely Dan Guitarists and Their Gear

Elliot Randall's Strat (Photo from elliott-randall.com)
"Reelin' in the Years" — Can't Buy a Thrill (1972)
Elliott Randall at 1:40

Though the intro and bridge parts shown in the video were likely recorded by Jeff "Skunk" Baxter and Denny Dias, credit for the unmistakable solos on rock radio mainstay "Reelin' in the Years" goes to Elliott Randall.

For this session, Randall used a '63 Stratocaster run into an Ampeg SVT bass amp. This particular Strat was modded with a humbucker in the front position and received a replacement '65 neck after the original was snapped in an accident on tour. As described on his website, this "...magnificent instrument has seen me through my entire career, and has probably been on 75% or more of the recording sessions I’ve ever done."

"Bodhisattva" — Countdown to Ecstasy (1973)
Denny Dias and Jeff "Skunk" Baxter at 4:14

Through the band's first three albums: Can't Buy a Thrill, Countdown to Ecstasy and Pretzel Logic, Denny Dias and Jeff "Skunk" Baxter served as the primary guitar players with Walter Becker working mostly bass duties. "Bodhisattva", the opening track on on the middle album of the trilogy, includes solos and lead parts by both players.

Of the pair, Jeff "Skunk" Baxter remained a much more prominent personality in the guitar landscape, playing sessions with all manner of acts after leaving Steely Dan, and serving as a member of The Doobie Brothers from 1974 to 1979. According to a Guitar Player interview from 1976, he most frequently played homemade Fender-esque guitars in this era, though he has played a massive array of instruments in the time since. Similarly, jazz-trained Denny Dias (who's often seen as the most overlooked in the band's long roster of guitarists) played a Tele with two humbuckers, which according to some reports was actually modded by Baxter himself.

"Peg" —Aja (1977)
Jay Graydon at 7:44
1963 Gibson ES-335

For the solo section of "Peg," Fagen and Becker auditioned takes by six or seven different guitarists. While the intro section played in the above video may have been performed by any number of players in the Aja sessions, it was Jay Graydon who nailed the solo that landed on the final record.

Like other guitarists to appear on the later Steely Dan records, Jay's career as a player, arranger and producer has been prolific and varied, as is his list of gear. According to an interview in Sound on Sound magazine, he said, "For the 'Peg' solo I used my red '63 Gibson 335 that I used for many years, set on the bridge pickup, with an Orange Squeezer to an Ernie Ball Volume pedal, to a Fender Deluxe highly modified by Paul Rivera; the volume was on 5, but I don't remember the other settings. I am fairly certain the mic was a Shure SM57.

"Josie" — Aja (1977)
Larry Carlton at 10:35
2005 Gibson Larry Carlton Signature ES-335

When most people think of guitar contributions to Steely Dan's work, they probably think of Larry Carlton. Going back to the late '60s, Carlton contributed to records from artists as diverse as Genesis and Barbara Streisand, and first collaborated with Steely Dan on 1975's Katy Lied. While his most famous guitar contribution to Steely Dan's output may be the solo from "Kid Charlemagne" off of The Royal Scam from 1976, Carlton was also an active player in the Aja sessions, which included work on the the fusion-y closing track, "Josie"

While Carlton has played a number of instruments through his storied career, including models from famed custom workshop Valley Arts, he is most closely associated with the Gibson ES-335. Carlton's main ES-335 was bought new in 1969 and has had a few mods over the years, including swapped tuners and other hardware. Gibson has also produced a Larry Carlton Signature ES-335 model, which sports his well-earned nickname, "Mr. 335," on the trussrod cover.

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