At some point Becker decided that the artists he was producing were having more fun than he was. Whatever that would mean, in terms of what kind of record he might want to make - "I wasn't quite sure to begin with. But I decided to find out."
Becker starts off with a series of instrumental pieces, just to get back into the swing of things. "My original concept involved a very stripped down sound, with strong emphasis on melody and bass line, and not too much in the way of chording. The idea was to get a kind of spacious feel, where the harmonies were more defined by melodies and roots than spelled out with static vertical comping type chords."
As far as lyrics went, he was able to continue much in the vein of the Steely Dan songs, but with the added freedom of veering off into areas that might have been too personal or bizarre for even his and Fagen's eccentric territory.
"Generally speaking, I tried to suspend my critical perceptions of what I was doing, musically and lyrically, until I had completed something, so as to range out a bit into new areas. This experimental mindset was helpful in maintaining a flow in my writing."
When it comes time to begin the recording process, Becker calls on a rhythm section from the band Lost Tribe — that is, Adam Rogers on guitar, Ben Perowski on drums, and Fima Ephron on bass — plus guitarist Dean Parks and keyboardist John Beasley. The band works for a couple of weeks, and several tracks wind up on the finished album.
Becker decides to base the rest on his sequenced demos which he feels best capture the essence of the tunes. "I had to spend a good deal of time coming up with a vocal approach that I liked. Some tunes were more daunting than others. And in most cases, it seemed that singing over the track with which I had written the tune worked out the best."
"Now that the thing is finished, I realize that writing music is the most satisfying part of the process, and something I was missing in my life. Now that I'm doing it again, I kind of feel like I have rediscovered some of the enjoyment I experienced in the beginning of my career, writing with Donald and later making those first few albums."