Steely Dan’s Sax Stable

by Marshall Bowden

Steely Dan records feature a lot of studio musicians, increasingly from their first album until the point when they stopped being a working band and became a group of hired guns along with songwriters and co-conspirators Walter Becker and Donald Fagen. When it came time for solos, they often chose to fill the space on certain songs with a saxophone solo. They had a go-to list of sax and other horn players they would use to form a backing horn section for many songs, but for soloists they would consider the feel of the song, often having a specific player in mind.

What follows is a look at the saxophonists who played some of the most famous cameo solos on Steely Dan songs: their overall resumes, the work they did with Steely Dan, and what they did afterward.

Before we get started, I have to admit to being intrigued by this statement from an interview Becker and Fagen did with Mojo magazine in 1995. Here they talk about the fact that once in a while a big name jazz artist would give the band attitude because they were playing rock/pop music with jazz pretensions. I couldn’t help but wonder who they were talking about. Of course, Steely Dan always recorded takes that were never used because they didn’t match what was wanted. Those players still got paid for their time.

Becker: To me, the most difficult guys – without getting down to specific names – would be jazz players who, if it wasn’t a jazz date, would treat it just like another gig. They’d have a kind of contemptuous attitude, and they didn’t like the fact that these young kids were running these sessions and trying to tell them what to do.

Fagen: It only happened a few times: guy wanted the gig for the bread, but didn’t like the music, essentially. ‘Specially in the early ’70s, ‘cos there was still a lot of deep snobbism about rock ‘n roll…

Becker: …and we assumed that because we had these chord changes and everything that we’d be able to impress these guys, and in some cases that didn’t turn out to be so. It was all still bullshit as far as they were concerned.    Mojo interview, October 1995

Jerome Richardson

Jerome Richardson already had a resume miles and miles in length, covering work with nearly every major jazz artist of note, by the time he played the saxophone solo on “Dirty Work,” a track from up and coming rock band Steely Dan’s debut album, Can’t Buy a Thrill. But the bop-inspired saxophonist had never played a rock or pop music session prior to the 1972 sessions with Becker, Fagen, and the group. His list of 4,000 or so recording credits includes sessions with Charles Mingus (Mingus Mingus Mingus and Black Saint and the Sinner Lady), Cannonball Adderley and his brother Nat, Benny Golson, Blue Mitchell, J.J Johnson, Clark Terry, Johnny Hodges, Stan Getz, Herbie Hancock, George Benson, and many more. He played on the classic Antonio Carlos Jobim album Wave, produced by Creed Taylor, and was a mainstay of Quincy Jones’ sixties and seventies recordings as well as part of Jones’ touring band. 

In 1965 Richardson became an original member of the Thad Jones/Mel Lewis Orchestra, a group formed largely around the talents of jazz players who were working as session musicians in and around New York City. The band was something of a refuge for these incredible players who spent their days recording solos on pop records or playing as a member of an ensemble backing a singer who could be Bette Midler or, just as likely, a tuna commercial jingle. The group had a book of fantastic original tunes by Thad Jones, arrangements by Jones and Bob Brookmeyer, and soon settled into a residency at The Village Vanguard, playing every Monday night. One tune that Richardson added to the band’s book that became a classic number for them as well as his personal theme was entitled “Groove Merchant.”

“Dirty Work” is the first Steely Dan track with a horn section. Comprised of Richardson on tenor and Snooky Young on flugelhorn, it’s understated yet supportive of the rather weak vocals by David Palmer. Nothing fancy, but absolutely beautiful and essential to the track, yet probably unnoticed by many radio listeners at the time.

Richardson’s solo, though is another matter. As though sensing the overly smooth moon pool that the song was settling into, he opens with a stuttering figure that’s more King Curtis than Grover Washington, Jr. In around thirty seconds Richardson drops some hot R&B statements and manages to raise the temperature of the track several degrees heading into the final round of the repeated chorus. 

There’s really nothing jazzy about “Dirty Work.” It’s a pretty pop ballad dressed up in the language of the blues, the rant of a man at the bar late at night, from the languid tempo to Fagen’s alcohol-infused organ line. Richardson’s solo is the throughline that confirms this as a pop song with the tough-minded realism of the very best R&B or soul. 

Pete Christlieb

Pete Christlieb was touted as “one of the best tenor saxophonists who ever lived” by Bill Hughart, who worked with Christlieb in the band that recorded the live album Night Hawks at the Diner with Tom Waits in 1975. Christlieb’s warm, bluesy tenor on that performance is the same sound he unleashed on Aja’s hit single “Deacon Blues.” In fact, Christlieb could be the very character that Becker and Fagen reference in the song. After his solo on “Deacon Blues,” recorded in a single take, Christlieb was in with SD: when it was time for Becker and Fagan to record the theme for the feature film FM, they pretty much overdubbed everything themselves, then called in Christlieb for one of the more extended solos in the Dan catalog. 

Pete Christlieb is maybe best remembered as a principal tenor saxophonist with Doc Severinsen’s Tonight Show Band throughout the seventies as well as playing with drummer Louis Bellson’s band. His sax work was heard, briefly, in short bursts of soloing as the show returned from commercials.

Christlieb played on several recordings with Quincy Jones, including Smackwater Jack and Body Heat, and on these albums he and Jerome Richardson (“Dirty Work”) were the main saxophonists.  These records were a heady blend of blues, jazz, soul, and pop, as well as television and film music, which had become a specialty for Jones. Quincy Jones did so much to show how musical styles could be blended into a coherent whole, helping to cement a popular American culture that provided the conditions for a group like Steely Dan to develop.

Christlieb paired with fellow tenor player Warne Marsh on the 1978 date Apogee, produced by a couple of weirdos named Fagen and Becker. The album, which is as straight-ahead post-bop as it gets, was released by the Warner Bros. jazz department as a result of Becker and Fagan’s enthusiasm for the project. Becker and Fagan were flying high, with Aja having spent a number of weeks on the Billboard album charts. The pairing of Marsh and Christlieb hardly seems intuitive, but they turn out to be very complimentary players, and according to Robert Palmer’s liner notes, came up with the idea of recording together themselves.

Christlieb’s work on “Deacon Blues” as well as “FM” is the perfect way station between the post bop jazz of the later fifties and the more modern, funky sound that was becoming the norm in jazz circles of the early seventies. It’s modern but not cold, yet it avoids the stench of retro. On “FM” the tenor sax man gets to play for an extended period over minor key melody track that Fagen and Becker had recorded mostly on their own, calling in Jeff Porcaro for the drums/percussion and Pete Christlieb for sax solo. A Johnny Mandel string arrangement completed what was a simple track that provides an example of what a looser Steely Dan might have sounded like.

John Klemmer

For the solo on Royal Scam’s “Caves of Altamira,” John Klemmer turned out to be the perfect sax man. Klemmer’s career has seen multiple chameleon-style changes and a lot of his music has been anathema to the jazz cognoscenti. On his first records, cut for the Chess Cadet imprint, Klemmer was a free blower with a fusion-oriented band that included electric guitar and organ. The most interesting of these is the 1969 release Blowin’ Gold, which, although unfocused, shows a young Klemmer searching for a place for his sax playing, somewhere between Coltrane and Rahsaan.

He followed this period with a brief stint with the Impulse! label, where he worked in a much more free jazz oriented style that recalled late Coltrane and some of his disciples, though there is also much lyrical playing as well. The Impulse! sides are more firmly in the jazz camp, shedding the fusion elements that he had used on his early records.

But that was short lived, because he was soon off in a different direction. He released the live recording Waterfalls, on which he utilized the Echoplex, which was the tape delay effect that set the standard for the sound in the sixties. Usually heard on guitars, Klemmer applied the effect to his saxophone, creating a delay effect that could be played against by the live artist. The result is always an echo of the original sound, so it’s not quite the innovation that tape loops became, but it was a major development. Klemmer’s playing with the group on the record is a combination of his playing to that point–often melodic, then sporadically becoming freer and grittier before receding and frequently turning into an echo.

He next signed with ABC and released Touch, the first in a series of recordings that utilized a mellow fusion background with melodic playing in a pop/R&B mode. This series of records, including Barefoot Ballet, Arabesque, and Lifestyles (Living and Loving) earned him a reputation as part of the movement toward smooth jazz. Many jazz fans didn’t care for that, but it’s easy to see how Klemmer came to the attention of Becker and Fagen.

Phil Woods

Phil Woods was widely acknowledged to be the best alto saxophonist to utilize the bop language of Charlie Parker without sounding like a mere imitation of the master. Woods was a profoundly nimble improviser who made it sound easy. He wasn’t above a bit more raucous playing despite his bop credentials–his late sixties group European Rhythm Machine played on the avant garde side, and that got Woods noticed. When he returned to the States in 1972 he was more in demand in jazz clubs and he began to work with a quintet.

In 1974 Woods recorded the album Musique Du Bois, which is a fantastic record, on any list of top Woods recordings. Jazz writer Doug Ramsey, who was a huge inspiration to me in becoming a music writer, wrote the liner notes and suggested that the album “makes one wonder if this is what Parker would sound like today.” The record was produced by Joel Dorn and features a rhythm section of Jaki Byard, Richard Davis, and Alan Dawson.

This is just to give you some idea of what a truly great saxophonist Phil Woods was. His sound is effortlessly gorgeous and it seems that he can execute whatever idea he thinks of, which is a near ideal situation for an improvising artist. No surprise that in 1975 Woods made his way into the pop market. He was friends with producer Phil Ramone and ended up playing sax solos on Paul Simon’s “Have a Good Time” and Steely Dan’s “Dr. Wu” in that year.

On the Paul Simon track Woods plays an incredible Parker inspired solo cadenza over the last thirty seconds or so of the track, which fades out on Woods’ solo. For “Dr. Wu” Becker and Fagen obviously wanted something a bit different, more modern but with the unmistakable Phil Woods sound. Woods brings the goods, of course, and it occurs to me that his pop music work doesn’t require him to play down to an audience–his playing is the full tilt Phil Woods sound and vocabulary, and that is what he was being paid for on these dates.

In 1977 Woods cut what is arguably his claim to fame in the pop music world, playing the saxophone solo on Billy Joel’s “Just The Way You Are” that turns it from a prom song to a sophisticated expression of romantic love.

Tom Scott

Tom Scott was something of  wunderkind, playing as a session musician and recording by the time he was twenty. He formed one of the first jazz fusion supergroups, L.A. Express, along with Joe Sample, Larry Carlton, Max Bennet, and John Guerin. The group recorded and toured with Joni Mitchell as well as George Harrison, backing him on his Dark Horse tour in 1974.

Scott got deeply into Steely Dan world. He played the outgoing tenor sax solo on “Black Cow,” the opening track of the Aja album, as well as lending his expertise on Lyricon (a breath-controlled synthesizer) to “Peg.” But his influence goes beyond his playing, as Scott wrote the horn arrangements and conducted the horn section that adds to nearly every track on the record. He did the same for the Gaucho album, and played the lead tenor sax figure on the title track of that album.

I think that for many listeners, even myself at times, the horn section goes somewhat unnoticed. I’ll be listening to a song I’ve heard hundreds of times before and suddenly think, ‘man, that’s a sweet horn arrangement.’ It’s not that I didn’t know that it was there before, but on some listens it slides into the background and escapes specific notice.

But “Home At Last” is one of my favorite songs on Aja, and it’s partly down to that horn arrangement, how they set up the expansive soundscape of the track. Also the way they announce Fagen’s synth solo before bringing back the central riff and battening down the groove in tandem  with the rhythm section for the final verse and chorus.

Some of Scott and the L.A. Express’ records (they continued on after Scott left to record solo records) are worth searching out.

Wayne Shorter

Wayne Shorter was already known as one of the greatest jazz saxophonists of all time by the time that he contributed his famous tenor sax solo to the title track from Steely Dan’s Aja album. Shorter had started his jazz career with Art Blakey’s Jazz Messengers, where he not only honed his improvisational skills but also his talent for composition and arranging. Following that he was part of Miles Davis’ Second Great Quintet along with Herbie Hancock, Ron Carter, and Tony Williams. Shorter survived the quintet’s breakup to play on some of Miles’ electric fusion records including In a Silent Way and Bitches Brew before cofounding the fusion supergroup Weather Report with Davis alum Joe Zawinul and bassist Miroslav Vitous in 1970.

Aja was released the same year as Weather Report’s all time best selling album, Heavy Weather, so Shorter was extremely busy at the time. According to an interview with Donald Fagen Shorter was approached about doing the solo by studio manager Dick LaPalm. It took Wayne a while to get back to the group, and in the interim they considered trying to find a Shorter stand-in, but realized that the track was built, in a way, for his solo. Walter Becker had this to say about the session:

“Wayne was our first choice to play. Conceptually his playing was so much more interesting than other bebop-schooled players. His work with Weather Report showed he was obviously familiar with the idea of what pop records and crossover were. That wasn’t always the case with jazz musicians–lots of them didn’t overdub well, because they were not familiar with the pop form.”

The track was mostly completed when Shorter went into the studio, so he was able to listen to the piece in its entirety. “He was influenced by the contour of sections other than the section that he actually played over.” One can hear this in the way that Shorter constructs a narrative arc with the requisite drama, even referencing, loosely, melodic material from the song’s vocal section. It was a unique solo on a track that was unique, even in the rarified air of Steely Dan’s catalog. In  her biography Footprints: The Life and Work of Wayne Shorter, Michelle Mercer writes:

“Steely Dan was famous for its ‘heavily massaged solos.’ After an instrumentalist laid down several takes of a solo, they usually kneaded them into submission with meticulous editing. But Wayne’s solo was recorded in just two takes. On his first and second pass, he gave them the cohesion and drama they usually labored to produce in the studio, spontaneously constructing his solo so carefully that they were able to use the beginning of one take and the end of a second.” (pg. 197)

Chris Potter

When Fagen and Becker returned to the studio to record their 2000 comeback Two Against Nature, they had one saxophonist, Chris Potter, who played solos on three album tracks. This was unheard of. as generally they would call in different sax players for different tracks. But this was a leaner studio Steely Dan, and they called one of the hottest players of the moment, capturing some startling performances.

Chris Potter was something of a wunderkind, arriving on the New York jazz scene as an 18 year old playing with Red Rodney, who had played alongside Charlie Parker. He continued to play in the bands of a range of musicians, including Dave Holland, Dave Douglas, Paul Motian, and Pat Metheny. In the meantime, he led groups of his own and recorded a number of albums for Criss Cros Jazz and Concord labels. Immediately following his work on Two Against Nature, he signed with Verve Records and released two albums, Gratitude and Traveling Mercies, that brought him directly to the attention of a wider audience. It was clear from his playing on these records as well as with Steely Dan that Potter was well versed in the bebop and post bop jazz vocabularies, but that he wasn’t going to be content merely playing Young Lions-style retro jazz.

A couple of years later Potter was working with his own groundbreaking group, Underground, which included keyboardist Craig Taborn, incorporating lots of different influences in his sound as well as modern techniques like sampling. In his online bio, Potter says “My aesthetic as a saxophonist has always been based in Bird and Lester Young and Sonny Rollins and all the other greats on the instrument. What I’ve learned from them in terms of phrasing, sound, and approach to rhythm I’ll never outgrow. However music’s a living thing; it has to keep moving. I’ve been touched by many forms of music, like funk, hip hop, country, different folk musics, classical music, etc., and for me not to allow these influences into my music would be unnecessarily self-limiting.”

On Two Against Nature‘s opener, “Gaslighting Abbie,” Potter plays over the last two minutes or so of music, providing an active counterpoint to the in the pocket groove that marks later Steely Dan albums. Potter offers an alto sax solo on “Janie Runaway” that is as snappishly perfect as any sax solo heard on a Steely Dan record. Potter plays not only alto, tenor, and soprano saxes, but also clarinet, flute, alto flute, and bass clarinet. But it’s the closer, “West of Hollywood” where Potter caught most listeners’ ears. His restless tenor sax has the last say on the record, playing his solo for the last four minutes of the song, navigating through not only tricky chord changes but change of key as well. The background chords become a constantly shifting, kaleidoscopic mosaic that he navigates harmonically but also rhythmically and conceptually to deliver a solo that is true to the song’s turbulent, anxious nature as well as a coherent statement. Uncharacteristically, the solo ends suddenly when the track comes to a halt that is neither expected nor comforting.

Though Fagen and Becker used a couple of other sax players on the record, for all of the major solo work they called in Potter, and he reappeared on their next album, Everything Must Go, as well. This makes sense when you consider that on these last two Steely Dan albums Becker and Fagen were playing more of the music themselves than they had in a while as well as handling their own production. By the time of Two Against Nature, Fagen had released two records and Becker one, so they had been able to move towards making records a bit more quickly with fewer musicians.

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