It begins with a shuffle so laid-back it almost sounds like it is standing still, and then a voice gives an instruction that sounds like a dare: drive west on Sunset to the sea. When Steely Dan released “Babylon Sisters” in 1980, it was not the song most people reached for first on the album. That honour went to “Hey Nineteen,” the bouncy single that carried Gaucho up the charts. But “Babylon Sisters” was the door the album opened with, and it is the track that tells you, in under six minutes, everything Steely Dan had become by the end of the 1970s: a band that was no longer really a band at all, but two songwriters, a room full of the best session musicians in Los Angeles, and an obsession with getting every last detail right, even if it took hundreds of tries. The story of “Babylon Sisters” is the story of a song that sounds effortless and was anything but — a sunset drive through a city that had stopped making sense, recorded by men who had stopped making sense to each other, and mixed until the studio itself gave up counting.
To understand why the record mattered, you have to understand where Steely Dan stood in 1980. They were not newcomers, and they were not a nostalgia act. They were, by the late 1970s, one of the most respected and most peculiar acts in American pop: a duo, Walter Becker and Donald Fagen, who had met at Bard College in 1967, formed a band in 1971, named it after a device in William S. Burroughs’ novel Naked Lunch, and then spent the decade making records of extraordinary sophistication — jazz chords, cryptic lyrics, characters who were always a little too clever and a little too lost. Their 1977 album Aja had been a triumph, a platinum record of immaculate studio craft that reached number three on the Billboard 200 and made them, improbably, stars. But the years after Aja had been hard. The duo had stopped touring in 1974, retreating entirely into the studio, and by the time they began work on the follow-up, the partnership itself was fraying. Becker, by most accounts, was struggling badly, and Fagen was carrying more and more of the load. The album that became Gaucho took two years to make, cost a fortune, and nearly did not get finished at all. “Babylon Sisters” was its first track, and its recording became a legend in itself.
The song itself is, on its surface, a simple scene: a man, somewhat older than he would like to admit, driving west on Sunset Boulevard toward the sea with two young women — the “Babylon sisters” of the title — for a weekend that is, as the lyric puts it, cheap but not free. The narrator insists, with a bravado that fools nobody, that this is no one-night stand, that it is a real occasion. Around him, the music stays cool and unhurried, a reggae-tinged shuffle that seems to shrug at everything the lyric confesses. And behind him, a chorus of female voices — Patti Austin and Valerie Simpson among them — sings a refrain that sounds like a warning disguised as a lullaby: here come those Santa Ana winds again, the hot desert winds that Raymond Chandler and Joan Didion had both invoked as harbingers of chaos in California. The song’s genius is in that tension: the smoothest music Steely Dan ever made, carrying the sleaziest story they ever told, with a chorus that seems to know, even if the narrator does not, that the whole weekend is going to end badly.
The inspiration, as Fagen later told it, was disarmingly ordinary. He has said the song grew out of his late-afternoon walks along a beachfront to a house where two extraordinarily attractive sisters lived, sisters who were, in his phrase, quite welcoming — though he was in a relationship at the time, which made those visits complicated in a way the song only hints at. That is the Steely Dan method in miniature: take a small, slightly guilty real-life moment, dress it in a biblical title — Babylon, the mother of prostitutes, from the Book of Revelation — and let the listener decide how much of it is confession and how much is invention. The band’s own liner notes for their 1995 live album Alive in America summed the song up in a phrase that has stuck: late-seventies L.A. noir, apocalyptic, burned out, a slide into decadence or healing regression, over a cool beat. It is a description that could stand for the whole of Gaucho, an album of sunlit music about pitch-black subjects: dissolution, decay, and men who have everything and still want the wrong thing.
The recording of “Babylon Sisters” is where the song’s legend really lives, because it became the purest example of Steely Dan’s studio perfectionism. The track was cut at Village Recorders in Los Angeles, with producer Gary Katz and engineer Roger Nichols, and the rhythm section was anchored by two of the great session players of the era: drummer Bernard “Pretty” Purdie, playing his famous half-time “Purdie Shuffle,” a groove so distinctive that drummers still study it, and bassist Chuck Rainey, whose deep, dubby bassline gives the song its slow, swaying pulse. Neither Becker nor Fagen plays a single instrument on the finished track — a fact that startled even some of their admirers — because by 1980 Steely Dan had become, in essence, a songwriting and production partnership hiring the best musicians available to realise exactly what they heard in their heads. The guitars, keyboards, horns and woodwinds were layered on by session heavyweights, each part polished until it gleamed.
And then came the mixing, which is where the story turns from impressive to almost absurd. According to accounts that have circulated ever since, Becker and Fagen mixed “Babylon Sisters” 274 times before they were satisfied. The song’s fifty-second fade-out alone took more than fifty attempts to get right, and one famous session, reported in a 1980 Rolling Stone feature by Robert Palmer, had Fagen, Katz and Nichols spending four painstaking hours trying to perfect less than a minute of music. When Fagen reached mix number 250, the studio crew jokingly presented him with a platinum disc for his persistence. He kept going for another twenty-four mixes. And even after mix 274 was approved and taken back to New York, Fagen heard a single bass note he did not like, and dragged the team back to Los Angeles to fix it. The story may have grown in the telling — studio legends always do — but the underlying truth is not in doubt: nobody in popular music chased perfection as relentlessly, or as expensively, as Steely Dan in 1980, and “Babylon Sisters” was the track where that chase became most visible.
There is a human cost to that story, and it belongs to Becker. During much of the Gaucho sessions, Becker was largely absent from the studio, having been hit by a car while walking in the spring of 1980, and dealing with personal troubles that would soon bring the partnership to a halt. Fagen, Katz and Nichols carried the record forward without him for long stretches, which makes “Babylon Sisters” — a song credited to both men, built on a groove neither of them played — a strange kind of monument: the sound of a partnership working at its highest level even as the partnership itself was coming apart. The album around it was no easier. A song was accidentally erased from the session tapes. The band fought with their record company. The title track drew a lawsuit from jazz pianist Keith Jarrett, who heard his own composition in it and won a co-writing credit. By the time Gaucho was released on November 21, 1980, it had taken two years, dozens of musicians, and more money than any album Steely Dan had ever made. It reached number nine on the Billboard 200, won the Grammy for Best Engineered Recording, Non-Classical, and then the duo split, not to make another studio album together for twenty years.
The chart story of “Babylon Sisters” itself is worth stating plainly, because it is easy to inflate. The song was released as one of Gaucho’s singles, but it was never a major pop hit in the way “Hey Nineteen” was — that song, the album’s bouncy lead single, carried Gaucho into the Top 10 and topped the Adult Contemporary chart. “Babylon Sisters” lived a different kind of life. It became a staple of adult FM radio, the track programmers reached for when they wanted Steely Dan at their smoothest, and it has stayed there ever since, one of those songs that listeners of a certain age know by heart even if they could not tell you where it charted. Its success was measured not in weeks on a chart but in decades on the radio, and in the way it became the definitive opening statement of the band’s late period: the first thing you hear on Gaucho, and the last word in a certain kind of Los Angeles cool.
That afterlife has been long and fond. When Steely Dan reunited for live work in the 1990s, after their twenty-year studio silence, “Babylon Sisters” was there from the start, opening their first live album, Alive in America, released in October 1995 and recorded during their 1993 and 1994 tours. On stage, with a full band including jazz saxophonist Chris Potter and drummer Dennis Chambers, the song finally got the thing the studio version had deliberately withheld: a visible band, playing it live, with Fagen out front singing the narrator’s lines to a crowd that knew every one of them. Critics have kept returning to it, too. Stereogum, ranking the band’s best songs, placed “Babylon Sisters” among their finest, praising the way Purdie’s shuffle and Rainey’s bassline creep in before the horns and the sardonic female backing vocals arrive, and noting how the backup singers seem to laugh at the narrator behind his back. It is, by now, one of those songs that belongs less to its chart run than to its reputation: the Steely Dan song that musicians cite, and that fans play when they want to explain what the band was really about.
There is a final pleasure in the story, and it belongs to the fade-out. Fifty seconds of music, mixed more than fifty times, four hours on a single minute, 274 mixes in all, a platinum joke disc at 250, a trip back across the country for one bass note — and what the listener hears, at the end of “Babylon Sisters,” is a groove that simply drifts away, unhurried, unbothered, as if none of that effort had ever happened. That is the whole of Steely Dan in a single gesture: an almost pathological attention to detail, deployed in the service of sounding like nothing was ever a problem. The narrator drives west on Sunset to the sea, the sisters sing their warning about the Santa Ana winds, the shuffle keeps shuffling, and then it is gone, leaving the listener exactly where the song began — somewhere in Los Angeles, at dusk, wondering whether the weekend was a good idea after all. The answer, the song implies, is no. But the drive, for five minutes and fifty-one seconds, is wonderful anyway.
Watch the video below and listen for the moment Purdie’s shuffle settles in under Rainey’s bassline. It is the sound of a band that mixed a song 274 times to make it sound like it had never been mixed at all.