On a day that’s dolorous for many of us, let’s have some music. Here is a fantastic song by a fantastic band, featuring one of the greatest guitar solos in the history of rock: fifty short seconds of sublime inventiveness. The song is “Kid Charlemagne,” the band is of course Steely Dan, and the guitar solo is by Larry Carlton (b. 1948), a great studio musician who isn’t well known because he mostly backed up others. (I once saw him play as a solo act.)
Nearly all Steely Dan’s songs have opaque lyrics, but at least these lyrics were explained by the writers:
Writers Walter Becker and Donald Fagen have stated that the lyrics of “Kid Charlemagne” were loosely inspired by the rise and fall of the San Francisco-based LSD chemist Owsley Stanley, augmented with other images of the counterculture of the 1960s:
On the hill the stuff was laced with kerosene
But yours was kitchen clean
Everyone stopped to stare at your Technicolor motor homeThe first two lines draw on the fact that Owsley’s LSD was famed for its purity. The “Technicolor motor home” of the third line is likely a reference to Furthur, the Merry Pranksters‘ modified school bus; Stanley supplied them with LSD.
The final verse describes Stanley’s 1967 arrest after his car reportedly ran out of gas:
Clean this mess up else we’ll all end up in jail
Those test tubes and the scale
Just get it all out of here
Is there gas in the car?
Yes, there’s gas in the car
I think the people down the hall know who you are.
More from Wikipedia:
Larry Carlton’s guitar solo starts at 2:18 into the song and ends at 3:08. Pete Prown and HP Newquist described it as consisting of “twisted single-note phrases, bends, and vibrant melody lines”; they called it and Carlton’s “joyous, off-the-cuff break” during the song’s fade-out “breathtaking.” According to Rolling Stone, which ranked “Kid Charlemagne” at #80 in its list of the “100 Greatest Guitar Songs”: “In the late seventies, Steely Dan made records by using a revolving crew of great session musicians through take after take, which yielded endless jaw-dropping guitar solos. Larry Carlton’s multi-sectioned, cosmic-jazz lead in this cut may be the best of all: It’s so complex it’s a song in its own right.” In 2022, Far Out Magazine listed it as the fourth-greatest guitar solo on a Steely Dan song, calling Carlton’s playing “intense, fluid, and frequently on the brink of spinning out of control”.[10] Nick Hornby, in Songbook, spoke of the solo’s “extraordinary and dexterous exuberance”, though he questioned its relationship with the “dry ironies of the song’s lyrics”.[11]
“It’s my claim to fame,” Carlton told Guitar World in 1981. “I did maybe two hours worth of solos that we didn’t keep. Then I played the first half of the intro, which they loved, so they kept that. I punched in for the second half. So it was done in two parts and the solo that fades out in the end was done in one pass.”
. . . Carlton called his solo on “Kid Charlemagne” the high point of his career at the time, saying, “I can’t think of anything else that I still like to listen to as strongly as that.”
Carlton also plays the “outro” at the end.
Rick Beato’s third episode of his well know What Makes This Song Great series was an analysis of “Kid Charlemagne”, and you can hear it here. It’s a good one.
Listening to Steely Dan songs and reading comments, I see that many people think that Donald Fagen has a horrible voice. I disagree. Yes, it’s nasal, but I thinks it fits very well with their unusual songs.
The band, which included many studio musicians, is vastly underrated, and I wonder if today’s young people even listen to its music. It is sui generis and unmistakable: a melange of jazz, rock, and ballads. Some of my other favorites are “Dr. Wu,” “Dirty Work,” “Bad Sneakers” (totally opaque), and, of course, the song below,” which mentions my alma mater William & Mary—one of the few rock songs to mention a college or university (can you name two others?) Oh, and the guitar-rich stop time during the song is great.
Becker (left) and Fagen:

My favorite band, hands down.
Another interesting bit of trivia: My Old School also mentions G. Gordon Liddy (“Tried to warn you/About Chino and Daddy Gee”, in his pre-Watergate assistant DA days…)
I did not know that Daddy G was Liddy. Wow. I did know the story about Liddy as Prosecutor while the boys were attending Bard. Also, I saw Steely Dan 5 times and G. Gordon Liddy speak once in the 90’s. He was a interesting complicated man and much politically different from me.
This really lifted my spirits today! Thanks!
Great antidote to what ails us today Jerry! God I love this song. I’ll throw out two others—Rikki Don’t Lose This Number, may not be considered high art by Steely Dan fans but I don’t care, as a little kid I night the 45 (all I could afford at that time) and still have it; and Only A Fool Would Say That.
I will go with your second choiee, which I like much better than the first. And there are others, too!
Recently I was on a long car drive, and had to dig deep into my playlists. I came upon some Supertramp songs that I’d forgotten I had. They did very good work, but generally they are not my style since I am more of a rock ‘n roll kind of guy. But among them was Child of Vision, which is over 7 min long, and after about 3 minutes it goes into this extended piano solo that really stuck with me. How did I forget it?
Also, great guitar playing on ‘Bodhisattva’ by Denny Dias and Jeff “Skunk” Baxter.
Far Out Magazine:
“When the two played together, there was a clear spark that gave early Steely Dan albums a distinctive sound. There’s no better example of the pair’s interplay than on the Countdown to Ecstasy track ‘Bodhisattva’. Dias and Baxter play harmonising lead parts during the song’s verses that are intricate and technically brilliant, showing off the almost preternatural connection the two guitarists had.
“But it was when they each branch off into their solos that the true magic gets conjured up. Dias hones in on his jazz background, bringing in slides and runs that were more common for bebop horn players. The dexterity of Dias’ playing is in direct contrast to the feral attack that Baxter shows off during his solo towards the song’s end. There’s an unhinged quality that feels very rock and roll about Baxter and his playing style, and Steely Dan needed that balance of technicality and explosiveness.”
The guitar tracks by themselves at https://faroutmagazine.co.uk/steely-dan-bodhisattva-isolated-guitars/
“Common People” by Pulp mentions St Martin’s College of Art in the opening lyrics:
For more Larry Carlton check out Joni Mitchell’s great late-70s albums on the Asylum label.
Here’s Carlton discussing that solo with Beato.
https://youtu.be/4wZp3LleWF0?si=wI7YwCCYmcmVFm7-
Thanks, Chas!
Thanks, my first smile of the day. I still have a bunch of Larry Carlton’s stuff on cassettes (although no cassette player), and some ancient LPs (no turntable).
And as long as you’re mentioning My Old School, Jeff “Skunk” Baxter deserves a shout-out for his solo on that track.
And there’s Creeque Alley by the Mamas and the Papas, wherein Cass planned to go to Swarthmore
Oh, and the Dan’s Deacon Blues….They call Alabama the Crimson Tide
Huge Steely Dan fan here.
Regarding Donald’s voice, the record execs were so leery that they brought in an outside singer on two tracks on their debut album, including the beautiful Dirty Work. DF was also very self-conscious which led in part to their hiatus from touring during for the better part of two decades.
I meant this as a stand-alone comment. Sorry.
Personally, I view his voice as unique and a huge part of what made the Dan the Dan. Combined with the genius of Walter Becker, they are amongst the greatest rock era bands. Just don’t classify them as Yacht Rock, Fagen will curse you out!
Owsley, in addition to his drug making prowess, was also a electronic genius who devised ( and sponsored) the Grateful Dead’s famous Wall of Sound.
On a final note, I have a friend who is very close to Fagen. In fact he was instrumental in re-uniting Fagen and Becker leading to their return to touring. He believes Fagen will no longer be touring as Steely Dan, which is a shame, but understandable. Their albums truly stand the test of time.
Unfortunately, Donald’s voice is long gone so any touring he does isn’t what it once was. It’s was the same way with Jerry in the late 80’s up until his death. The music is still great and worth listening to but the recorded tracks never go bad. I’ve seen Donald 100 times (or so) and admire his talent. Still, seeing him today is only to relive the best of what SD and his solo concerts used to be.
Great music. Haitan Divorce…FM…Aja…Pretzel Logic
Haitian Divorce (which would be canceled today, I suspect) is a great song.
+1 for Haitian Divorce. Great song.
“—one of the few rock songs to mention a college or university (can you name two others?”
The University of Oregon isn’t in the name of the song, but “Louie, Louie” is closely related to that school because of the movie “Animal House”. Farber College (“Education is good”) is the name of the university in the movie.
I know these are not rock songs, but I quickly came up with the following off the top of my head: Tom Lehrer’s “Fight Fiercely Harvard”. and a fight song from Stanford that went, “Oh, it’s beer, beer, beer that makes you want to cheer on the farm, on the farm. Oh it’s beer, beer, beer that makes you want to cheer on the Lealand Stanford Jr. farm”. Another verse I think you, Jerry, would appreciate goes, “Oh it’s hot roast duck that makes you want to ****…”
To my ear there seems to be a strong influence on Carlton’s work from Dicky Betts and Duane Allman of Allman Bros. Band. Duane, too was once a session guitarist.
There’s an interesting Classic Albums documentary about the making of Steely Dan’s album Aja. Excellent musicians who make everything look so effortless: https://archive.org/details/steely-dan-aja-classic-albums
This spurred me to review the Carlton catalog – I only lately added this to my library :
Larry Carlton
Strikes Twice
1980
Pretty good, definitely worth checking out.
And Carlton has a bunch of recordings, including with Robben Ford. Glad I checked!
+1 for the Beato videos noted above – he also talks with Robben Ford and Jeff “Skunk” Baxter.
In the latter interview, Baxter tells a great (but short) story involving Segovia! That guy has some tangible charisma…. Baxter too!
Neil Young wrote a song about the university I attended
Kent State?
Yes. I attended Kent State from 79 to 83.
My freshman year, there were approximately 20k students on campus. About thirty of them were members of the Revolutionary Communist Youth Brigade. What were the odds that one of those thirty was my roommate ???
From what I have been told by people that worked with Steely Dan during those album sessions… They recorded most of those solos by several guitarists using the same rig, then cut together various takes to make the solo. Larry is believed to have the most pieces in that solo, therefore gets the credit. But in actuality it was neither a single take or player. Though it was not as common to splice together different players like that, splicing together greats solos was and is common. Just like the creation of the famous David Gilmour “Comfortably Numb” solo.
I have not heard or read that anywhere else, so if you could provide some evidence that that solo was spliced from several guitarists, could you please put that evidence here in a link? Thank you.
I do not believe this assertion.
That is incorrect. It’s a single, continuous recording of Carlton. I suggest listening to other things he’s played.
When Steely Dan toured NZ in 2011 they bought Stevie Winwood along (with his Hammond B3) as the support act. Big fan of Winwood since the Spencer Davis Band so I was expecting a ‘magic’ night out. Both Fagen and Winwood were a little wanting in the vocals but hell, nothing to get hung up about! SD also bought Keith Carlock to pin down the rhythm section and as a hobby drummer it was “pay day” AND SD and Winwood jammed at the end for a bonus.
Sadly it was also a swansong for Kiwi fans, it would be the last time to see Beaker and Fagen onstage together.
Dan favourites,
Katie Lied
Dr Wu
Daddy don’t live in that NY city no more
stuff it, most of the SD catalogue…
Katie Lied is the title of the album, which contains the two songs listed. It’s my favorite Dan album too. Phil Woods’s perfect alto solo on Dr. Wu and Denny Dias’s bebop guitar solo on Your Gold Teeth II are highlights for me.
P.S. That’s Carlton on ‘Daddy’.
“Listening to Steely Dan songs and reading comments, I see that many people think that Donald Fagen has a horrible voice. I disagree. Yes, it’s nasal, but I thinks it fits very well with their unusual songs.”
Yes!
And very similar to Rush, the extraordinary Canadian rock band. Musical virtuosos, complex songs with lyrics way outside of typical rock song themes, and a uniquely voiced lead singer that many people hate. But Geddy Lee’s voice seems to fit perfectly with what they are doing.
Steely Dan is so good that the songs that didn’t make the final album cut are still fantastic.
Check out the restored versions (courtesy of Michael Caplin) of Kulee Baba
and The Bear
Here’s a transcription!
https://www.stkmusic.co.uk/steely-dan-kid-charlemagne-solo-analysis
Yes Steely Dan are absolute legends, my brother and I also saw them in 2011 in Auckland. Can’t believe it’s that long ago.
They’ve got so many great songs….probably my favourite is Josie (from Aja) – also featuring Mr Carlton – truly sublime.
larry carlton fans should check out his work on early 70’s Crusaders albums