Steely Dan's Long-Lost Song "Second Arrangement"

When they were making Gaucho, Steely Dan recorded a song called "The Second Arrangement." Like a lot of Dan material of that era, it was a sly, ironic tale of a love triangle gone wrong, set to incredibly polished and sophisticated music. Great players, cool arrangement, you know, just what you'd expect from the Dan in 1979-80.

If you heard "Second Arrangement," you could tell it would fit right into Gaucho alongside tunes like "Babylon Sisters" and "Hey Nineteen."

The problem is, no one ever heard the finished version of this song.


Remember, Steely Dan recorded Gaucho on tape. This was before artists made records on computers, which provide backup files if something goes wrong.

So what happened to "Second Arrangement?" An assistant engineer was preparing the tapes so Fagen and Becker could listen to it, along with producer Gary Katz and engineer Roger Nichols. But instead of playing the song, the assistant accidentally recorded over about 75% of it. When Nichols broke the news to Fagen, Donald was so upset he just got up and left the studio without saying a word.

They tried to re-record the song several times, with a variety of players. But Steely Dan's well-documented perfectionism kept them from finding a version they were happy with, so they scrapped the tune and moved on.

Want to hear a demo of "Second Arrangement?" Click on the image below to give it a listen. 



Were you familiar with this story? What do you think of this song? Should the boys record it on their next Steely Dan record? Leave a comment and tell us what you think!



Related Links

If you like Steely Dan's sophisticated chord changes and wry lyrics you might also like the songs on Gooseneck's latest record, Flyin' High. You can get a FREE DOWNLOAD by clicking this link or the image below:

63 comments

  • David T.
    David T. Bristol, Ct
    What a classic. I'd love to hear a polished version from Becker and Fagan. I'd buy it as a single release or as part of an album.

    What a classic. I'd love to hear a polished version from Becker and Fagan. I'd buy it as a single release or as part of an album.

  • Kelliann O'Flanagan
    Kelliann O'Flanagan Boston
    Love love love!

    Love love love!

  • Gale B
    Gale B SOBX NC
    I've seen them twice in concert....no other group of musicians ever touched their unique sound! You can certainly always know the song on first note....would love to see them perform again! This would have fit right in at that time.......

    I've seen them twice in concert....no other group of musicians ever touched their unique sound! You can certainly always know the song on first note....would love to see them perform again! This would have fit right in at that time.......

  • Mike white
    Mike white Western washington
    Anything by s Dan is Google for me

    Anything by s Dan is Google for me

  • Ralph
    Ralph Alaska
    Do it!

    Do it!

  • Jim C
    Jim C PoRyland Or
    I love it old school Seeley Dan. Incorporate a touch of your current stylings on top and use the tape please. So classic and so good.

    I love it old school Seeley Dan. Incorporate a touch of your current stylings on top and use the tape please. So classic and so good.

  • TJG
    TJG Muskegon, MI
    Another classic, love to have a copy. Have every other song Steely Dan recorded that I'm aware of. Need this one.

    Another classic, love to have a copy. Have every other song Steely Dan recorded that I'm aware of. Need this one.

  • Katherine
    Katherine East Lansing, Michigan
    I like it. It sounds like it fits very well with the other songs on Gaucho. But, I can see how they might think that it was a little weak and, perhaps, rambling. I appreciate all of the talent involved in a making it though.

    I like it. It sounds like it fits very well with the other songs on Gaucho. But, I can see how they might think that it was a little weak and, perhaps, rambling.
    I appreciate all of the talent involved in a making it though.

  • Chris
    Chris Denver
    Hadn't heard this track before, but what a tremendous loss to the 7-track Gaucho. This song would have been perfect alongside Glamour Profession or My Rival to round out the LA lifestyle subject matter. You can almost hear the possibilities that the final production would have allowed to come out on the track. Its almost as if the loss of this song along with the nightmare of studio mix perfection and at times over-perfection on the production had something to do with the hiatus of Becker and Fagen post-1980's release. Just speculating, but a loss like this to an artist in the middle of production is not just maddening, its soul crushing. Ironically, how does a guy like Fagen even go about trying to re-approach production on a song titled "Second Arrangement" anyway? Better to leave it half buried in the sand, walk away and try to forget. They shouldn't try to put this on a new SD album, perhaps rather a remastered release of Gaucho with "Second Arrangement" as an extra track (to preserve the time capsule) and one or two of the more than 100+ alternate mixes of "Babylon Sisters" that Donald couldn't walk away from. I'd buy that, twice.

    Hadn't heard this track before, but what a tremendous loss to the 7-track Gaucho. This song would have been perfect alongside Glamour Profession or My Rival to round out the LA lifestyle subject matter. You can almost hear the possibilities that the final production would have allowed to come out on the track. Its almost as if the loss of this song along with the nightmare of studio mix perfection and at times over-perfection on the production had something to do with the hiatus of Becker and Fagen post-1980's release. Just speculating, but a loss like this to an artist in the middle of production is not just maddening, its soul crushing. Ironically, how does a guy like Fagen even go about trying to re-approach production on a song titled "Second Arrangement" anyway? Better to leave it half buried in the sand, walk away and try to forget. They shouldn't try to put this on a new SD album, perhaps rather a remastered release of Gaucho with "Second Arrangement" as an extra track (to preserve the time capsule) and one or two of the more than 100+ alternate mixes of "Babylon Sisters" that Donald couldn't walk away from. I'd buy that, twice.

  • Richard
    Richard Decatur, GA
    I appreciate Chris' analysis of how the song fits in with the LA lifestyle subject matter on Gaucho as well as the speculation about Fagan and Becker's perfectionism and its impact on their career. Still, I would like to see a full production of "Second Arrangement" on a new album. While I think their output over the last 10-15 years has had a "looking back" kind of feel, and this particular song does not, I hope they find a way to use it on a new album. I'm guessing most people reading these posts already know this, but just in case, the soundtrack for the early 70s film "You've Got to Walk it Like you Talk It or You'll Lose that Beat" has some songs by Fagen and Becker pre- Steely Dan.

    I appreciate Chris' analysis of how the song fits in with the LA lifestyle subject matter on Gaucho as well as the speculation about Fagan and Becker's perfectionism and its impact on their career. Still, I would like to see a full production of "Second Arrangement" on a new album. While I think their output over the last 10-15 years has had a "looking back" kind of feel, and this particular song does not, I hope they find a way to use it on a new album.

    I'm guessing most people reading these posts already know this, but just in case, the soundtrack for the early 70s film "You've Got to Walk it Like you Talk It or You'll Lose that Beat" has some songs by Fagen and Becker pre- Steely Dan.

  • Jeff
    Jeff Cohen
    Very cool track La Costa , Calif

    Very cool track
    La Costa , Calif

  • Jim Carlton
    Jim Carlton Casper, WY
    Great song! Yes, they should record it on their next album; or add it to a re-issue of Gaucho, maybe.

    Great song! Yes, they should record it on their next album; or add it to a re-issue of Gaucho, maybe.

  • Bob Fields
    Bob Fields Wabash, IN
    Love it ! Very well written. Would love to hear this if finished arrangement. Could be the star on the next CD. Even as a title cut !

    Love it ! Very well written. Would love to hear this if finished arrangement. Could be the star on the next CD. Even as a title cut !

  • Tony Prince
    Tony Prince Phoenix AZ
    Nice. Sad they lost their recording, been there! Like to see it done again though.

    Nice. Sad they lost their recording, been there! Like to see it done again though.

  • Peter aka deepfrequency
    Peter aka deepfrequency Santa Fe,NM
    Always loved Steely Dan, bass always kicked it. Never heard the story about this song, or the song. Great tune~Pure Steely Dan. I will buy your remake, love you guys and what you do.

    Always loved Steely Dan, bass always kicked it. Never heard the story about this song, or the song. Great tune~Pure Steely Dan. I will buy your remake, love you guys and what you do.

  • Michael Kirkendall
    Michael Kirkendall San Diego , Ca.
    Love it !

    Love it !

  • Claudia Benn
    Claudia Benn RI
    Wow - I like it. I believe they should record it on the next album - love their sound and have for years. Thanks, Goose Guys!

    Wow - I like it. I believe they should record it on the next album - love their sound and have for years. Thanks, Goose Guys!

  • Sameolgee
    Sameolgee New Jersey
    Iconic Dan! But I suspect successive attempts to re-record the song left them with the realization that in listening to playback the song does ramble.

    Iconic Dan! But I suspect successive attempts to re-record the song left them with the realization that in listening to playback the song does ramble.

  • Derrick Procell
    Derrick Procell Chicago
    Dig it. Perfect fit for Gaucho. Great groove and the sly sardonic lyrics we expect from Mr. Becker & Mr. Fagen. I believe in fate, so the accidental erasure of the track was meant to be. If you've spent any time in a studio you know how possible that is and it had probably happened to you! Certainly in the days before non destructive recording. Perfectionists that they are/were it's not surprising that they didn't attempt to re-record the song. I say let it live on in its mythological state.

    Dig it. Perfect fit for Gaucho. Great groove and the sly sardonic lyrics we expect from Mr. Becker & Mr. Fagen. I believe in fate, so the accidental erasure of the track was meant to be. If you've spent any time in a studio you know how possible that is and it had probably happened to you! Certainly in the days before non destructive recording.
    Perfectionists that they are/were it's not surprising that they didn't attempt to re-record the song.
    I say let it live on in its mythological state.

  • Louis Tumminello
    Louis Tumminello Huntsville , Alabama
    I like the tune . To put some polish on this song and give it a good shine , would be a great justice for the remake of this song that originated from Steely Dan . I say , go for it . Why not ..

    I like the tune . To put some polish on this song and give it a good shine , would be a great justice for the remake of this song that originated from Steely Dan . I say , go for it . Why not ..

  • Tina Mills
    Tina Mills Greensboro, NC
    Loved it ! I hate that I was unable to get tickets to see them when were in town around a year and a half ago. But such is life... Anything Steely Dan <3

    Loved it ! I hate that I was unable to get tickets to see them when were in town around a year and a half ago. But such is life...
    Anything Steely Dan <3

  • Wanda Zoll
    Wanda Zoll Henagar Al
    I have always considered Steely Dan one of two of my favorites. I'll leave it to the music critics to give their opinion about this record and all I can say is I like everything they do and Donald Fagans solo album too.

    I have always considered Steely Dan one of two of my favorites. I'll leave it to the music critics to give their opinion about this record and all I can say is I like everything they do and Donald Fagans solo album too.

  • Stephen
    Stephen Houston
    Need it!!!! Love this tune!!! Steely Dan is The Best!!!!

    Need it!!!! Love this tune!!!
    Steely Dan is The Best!!!!

  • Dude
    Dude Outtaspace
    Fagen... FAGEN. That's all

    Fagen... FAGEN. That's all

  • Rick Miranda
    Rick Miranda Corona, CA
    They so have to do this. Finding a lost Steely Dan song is like a treasure.

    They so have to do this. Finding a lost Steely Dan song is like a treasure.

  • Chuck
    Chuck Lewiston , Me.
    Please get this on a new record! Dan Fans such as myself will eat this musical pie up! And lick the plate after!! ✨?✨

    Please get this on a new record! Dan Fans such as myself will eat this musical pie up! And lick the plate after!! ✨?✨

  • Rolf
    Rolf Voorhout (NL)
    Of course a fabulous song, maybe on a New Steely Dan album??

    Of course a fabulous song,
    maybe on a New Steely Dan album??

  • Cathy
    Cathy Stamford, CT
    Thank you so much for posting this! What a lost treasure. Love it!!

    Thank you so much for posting this! What a lost treasure. Love it!!

  • Ak is back
    Ak is back Anchorage, Ak
    So cool. If they could find it in themselves to re-cut it with today's technology, and with their current touring band for the last decade, whew! It would be another masterpiece for the ears. It's still great even as it is now.

    So cool. If they could find it in themselves to re-cut it with today's technology, and with their current touring band for the last decade, whew! It would be another masterpiece for the ears. It's still great even as it is now.

  • Mark E. Mummert
    Mark E. Mummert Hagerstown Maryland
    Great song I'd buy it

    Great song I'd buy it

  • Eric Arvidson
    Eric Arvidson Hagerstown, MD
    Great sound. I would have liked to play this on my college radio station back in the day.

    Great sound. I would have liked to play this on my college radio station back in the day.

  • Bob Ricciotti
    Bob Ricciotti Randolph NJ
    Being a life long fan it would be hard for me to dislike anything they did. It would be great to hear a tweaked updated version even if it is good as is.

    Being a life long fan it would be hard for me to dislike anything they did. It would be great to hear a tweaked updated version even if it is good as is.

  • Bob
    Bob Chicago ,il
    It stands the rest of time, clean it up and let's all enjoy it ! It's great !

    It stands the rest of time, clean it up and let's all enjoy it !
    It's great !

  • Mitchell
    Mitchell Newport Beach, CA.
    Can't get enough Steely Dan. Everything they do is Golden.

    Can't get enough Steely Dan.
    Everything they do is Golden.

  • Pam
    Pam Indiana
    quintessential Dan! MUST be recorded on an album for posterity.

    quintessential Dan! MUST be recorded on an album for posterity.

  • Larry Jaworske
    Larry Jaworske Sarasota Florida
    It's ironic that we just returned from SoCal after three months of Laguna living and that period of 'Gaucho' and images then and now soooo different out there. The mentality has changed. Would love to hear it polished up of course but if featured on a new album it should be dedicated to all the fans that lived that period as most younger listeners simply won't "get it" although they will certainly enjoy SD's toe tapping quality. The suggestion that it be added to a new version of the original Gaucho recordings may be the best idea. That way, all who lived through it can totally immerse for an entire album of bliss! Polishing up my old 911 now...

    It's ironic that we just returned from SoCal after three months of Laguna living and that period of 'Gaucho' and images then and now soooo different out there. The mentality has changed. Would love to hear it polished up of course but if featured on a new album it should be dedicated to all the fans that lived that period as most younger listeners simply won't "get it" although they will certainly enjoy SD's toe tapping quality. The suggestion that it be added to a new version of the original Gaucho recordings may be the best idea. That way, all who lived through it can totally immerse for an entire album of bliss! Polishing up my old 911 now...

  • Maura
    Maura Cleveland
    Not good enough for Gaucho. Glad it didn't make the cut, no matter what the reason.

    Not good enough for Gaucho. Glad it didn't make the cut, no matter what the reason.

  • A Sabree
    A Sabree Frederick, MD
    Arguably the best SD that never was. Heard it about 10yrs ago and I have to say it is nothing short of mesmerizing. Live 2011 version is just not the same now that Donald has lost a few octaves. I would buy a polished version of the original hands down! In between my lazy and busy periods I'll post bass part I managed to decipher.

    Arguably the best SD that never was. Heard it about 10yrs ago and I have to say it is nothing short of mesmerizing. Live 2011 version is just not the same now that Donald has lost a few octaves. I would buy a polished version of the original hands down! In between my lazy and busy periods I'll post bass part I managed to decipher.

  • Pamela garrison
    Pamela garrison North Carolina
    As always alsome

    As always alsome

  • Danielle Bejjani
    Danielle Bejjani Northern Virginia
    Love, love, love.

    Love, love, love.

  • Scott
    Scott Colorado Springs, CO.
    It's an OK tune - but if you're talking about a lineup for another Dan record, I could think of things I'd rather hear. A re-recording of Fagen's "The Finer Things" (from "The King of Comedy" soundtrack), a more polished version of "Big Noise, New York" - either one of those would be better. But this is a good tune - I'm sorry they lost most of it and I could see why Donald would be mad about it!

    It's an OK tune - but if you're talking about a lineup for another Dan record, I could think of things I'd rather hear. A re-recording of Fagen's "The Finer Things" (from "The King of Comedy" soundtrack), a more polished version of "Big Noise, New York" - either one of those would be better. But this is a good tune - I'm sorry they lost most of it and I could see why Donald would be mad about it!

  • Todd Hix
    Todd Hix Grand Haven, MI
    Indeed, please re-record the song! And, I will be available if you need any advice.

    Indeed, please re-record the song! And, I will be available if you need any advice.

  • Tom A
    Tom A Manistee, MI
    I thought it was more Kamakiriad than Gaucho, but still liked it. As for the photomontage, there was an LED gas price sign in one of the street scenes. The first one of those wasn't built until 1994 in Cadillac, MI, not CA, but I still liked the montage. Steely Dan FOREVER!

    I thought it was more Kamakiriad than Gaucho, but still liked it. As for the photomontage, there was an LED gas price sign in one of the street scenes. The first one of those wasn't built until 1994 in Cadillac, MI, not CA, but I still liked the montage.
    Steely Dan FOREVER!

  • James Bach
    James Bach Round Rock, Texas
    Not the best I've heard from SD, but worthy putting it on ...why not??? That sound belongs only to one band...Steely Dan☺

    Not the best I've heard from SD, but worthy putting it on ...why not???
    That sound belongs only to one band...Steely Dan☺

  • Mike
    Mike Nh
    Too good a song not to record.

    Too good a song not to record.

  • Mary
    Mary Texas
    WOW... didn't know backstory to song... but really hope they will record it soon... true Steely Dan.

    WOW... didn't know backstory to song... but really hope they will record it soon... true Steely Dan.

  • waymond
    waymond southfield
    It's Becker Fagan. What's not to love??!!??

    It's Becker Fagan. What's not to love??!!??

  • Bill Johnson
    Bill Johnson Atlantic Ocean in North Carolina
    I don't think Steely Dan is capable of making a mutt of a song. What this ditty needs is a really talented mixer. The whole thing sounds bad from a recording standpoint. The vocals are crushed. It still represents a wonderful piece from this incredible period in the band's history! Bill J.

    I don't think Steely Dan is capable of making a mutt of a song. What this ditty needs is a really talented mixer. The whole thing sounds bad from a recording standpoint. The vocals are crushed. It still represents a wonderful piece from this incredible period in the band's history!

    Bill J.

  • daiken
    daiken FL
    And I'm assuming that's the late GREAT Jeff Porcaro on drums as usual. Really miss him. He truly created the L.A./Steely Dan groove....

    And I'm assuming that's the late GREAT Jeff Porcaro on drums as usual. Really miss him. He truly created the L.A./Steely Dan groove....

  • Mdeminico
    Mdeminico
    Fagan/Becker are incapable of a bad song.

    Fagan/Becker are incapable of a bad song.

  • Margaret Terry
    Margaret Terry Frederick, MD
    Love it!!!! I love everything Steele Dan has done past, present, future!!! They are my favorite band!!!

    Love it!!!! I love everything Steele Dan has done past, present, future!!! They are my favorite band!!!

  • Gregory Fenlon
    Gregory Fenlon Baltimore, MD
    This tune is cool....they should definitely include it somewhere!!!

    This tune is cool....they should definitely include it somewhere!!!

  • Calvin
    Calvin Chattanooga, Tennessee
    Very familiar with this story. Had heard the story many years ago from several promoters, and confirmed to me in passing from one of the musicians performing on it. He thought this song had the potential of outshining every other song on the album. The sound is very Steely Dan, with the drumming and many of the same chords that made "Gaucho" stand out. It would come later that the Dan would start the practice of flashy, memorable endings. Every Steely Dan song has since had a beginning, a middle and an end... and the end is longer and better than the rest of the song. Confirm it in every song on "Aja," "Kamakiriad," and most notedly on "The Nightfly." Yeah... do "Second Arrangement" and gimme that memorable ending.

    Very familiar with this story. Had heard the story many years ago from several promoters, and confirmed to me in passing from one of the musicians performing on it. He thought this song had the potential of outshining every other song on the album.
    The sound is very Steely Dan, with the drumming and many of the same chords that made "Gaucho" stand out.
    It would come later that the Dan would start the practice of flashy, memorable endings.
    Every Steely Dan song has since had a beginning, a middle and an end... and the end is longer and better than the rest of the song. Confirm it in every song on "Aja," "Kamakiriad," and most notedly on "The Nightfly."
    Yeah... do "Second Arrangement" and gimme that memorable ending.

  • Bob
    Bob
    Like it

    Like it

  • Mike
    Mike Tn.
    The boys definitively need to record this!

    The boys definitively need to record this!

  • R Bailey
    R Bailey CA
    Fabulous....Fagan could touch it up but it's great as is!!!

    Fabulous....Fagan could touch it up but it's great as is!!!

  • Anthony
    Anthony Chicago
    Nice and smooth.

    Nice and smooth.

  • Goerge Loosley
    Goerge Loosley Cedr City, UT
    Brillance to spare!

    Brillance to spare!

  • Gary Baker
    Gary Baker Whitsett, NC
    I liked the cut. But I always liked the Dan best when they were putting me into somebody's life that was totally different. Escapism. Maybe they find new tunes about somebody that is as usual somewhat different.

    I liked the cut. But I always liked the Dan best when they were putting me into somebody's life that was totally different. Escapism. Maybe they find new tunes about somebody that is as usual somewhat different.

  • J J Mack
    J J Mack Boston
    Very Nice.

    Very Nice.

  • Terri B
    Terri B Kansas City MO
    LOVE IT!!! Sad that now Walter Becker has passed there really isn't a chance of putting it on a new SD album............but a re-release on a Fagan product would be awesome, but I'm afraid, won't happen. LOVE THE CUT!

    LOVE IT!!! Sad that now Walter Becker has passed there really isn't a chance of putting it on a new SD album............but a re-release on a Fagan product would be awesome, but I'm afraid, won't happen. LOVE THE CUT!

  • Ken Malinak
    Ken Malinak LOs Angeles C A
    Love it! Been a fan for a very long time.....I think Donald Fagen should go "back Jack and do it again"!

    Love it! Been a fan for a very long time.....I think Donald Fagen should go "back Jack and do it again"!

  • Dave Dickerson
    Dave Dickerson NY Metro
    Having worked in studios (as an assistant and engineer) for years, I got a terrible feeling in the pit of my stomach reading this. Thank God something like that never happened to me, but I can only imagine what it felt like to realize you just recorded over a Steely Dan master. Last day on the job.

    Having worked in studios (as an assistant and engineer) for years, I got a terrible feeling in the pit of my stomach reading this. Thank God something like that never happened to me, but I can only imagine what it felt like to realize you just recorded over a Steely Dan master. Last day on the job.

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