
‘The Second Arrangement’: The story of the legendary lost Steely Dan song
One thing Steely Dan always prided themselves on was their meticulous attention to detail. Their writing and recording process was so painstakingly exacting that it became the stuff of nightmares for the session musicians tasked with helping them bring their intricate and shimmering creations to life.
The band were such sticklers for perfection that they famously destroyed the morale of Dire Straits legend and bonafide guitar hero Mark Knopfler. Due to his scintillating performance on ‘Sultans of Swing’, they hired him to play the guitar solo on ‘Time Out of Mind’ from 1980’s Gaucho. However, after recording over ten hours of takes during fraught sessions, they used just 15 seconds of his work. It was an absolutely crushing experience for Knopfler. He later likened it to “getting into a swimming pool with lead weights tied to your boot”.
Due to a host of problems, creative, personal, and professional, which included a three-way legal struggle between MCA, Warner Bros, and the band over the rights to release Gaucho after it was completed, Steely Dan called it a day in 1981. They wouldn’t get back together until 1993, and their next album came in the form of 2000’s Two Against Nature.
One of the crushing creative and professional issues was that three-quarters of a song that was touted as a single from the album, ‘The Second Arrangement’, was accidentally erased by an engineer, who producer Gary Katz had asked to ready it for listening. While the engineer has always remained anonymous, the story goes that when calibrating the tape machine, he recorded it over the only multitrack master of the nearly finished song.
Not only did Katz and the band’s trusty primary engineer, Roger Nichols—who worked on all seven of their albums—think the song was an instant classic, but they’d already spent 80 thousand dollars and many months of their time on it. The news destroyed everyone who had worked on it, and although the band tried to re-record it, they were creatively winded. Instead, they switched their attention to ‘Third World Man’.

Years after the deletion, ‘The Second Arrangement’ became a cult moment for Steely Dan fans online as different bare-bones versions were leaked. These include an early demo featuring just piano, bass and vocals, a fuzzy mix of the unfished song, and an unfinished instrumental recreation from after the deletion. AI had even been used to try and improve the quality of the vocals; fans just wanted to hear the real thing in its glory.
Steely Dan, in their typically mischievousness, added to the demand. They have only performed ‘The Second Arrangement’ live once, which was at New York’s Beacon Theatre in 2011. Before playing it, Donald Fagen said: “We tried to reconstruct it, but we just didn’t have the heart to do it over.”
Luckily for fans, in August 2020, Nichols’ daughter, Cimcie, posted a photograph of an old cassette to his fan account. She had found it while archiving his possessions, and within an hour, the news spread to Reddit and started making waves among Steely Dan fans. People couldn’t believe it, it is a never-heard-before recording of ‘The Second Arrangement’, and a nearly complete one at that. Interestingly, Cimcie says it’s from the night before the deletion happened. Like most nights, her father had returned home with the rough recordings he’d mixed down at the end of the day, but seemingly after the incident, he had forgotten about this particular one.
While Roger died of pancreatic cancer in 2011, aged 66, the cassette wasn’t thrown away by his family because of its sentimental value; it had his handwriting on it. Due to the pandemic, Cimcie couldn’t get the tape, which was falling apart, remastered and had to wait until 2021. Although the result wasn’t perfect and was only cassette quality with the first vocal line missing, it was the best version of the track to date. Two years later, in June 2023, the recording was made public on the substack Expanding Dan, which explores what happened that fateful night, speaking to the anonymous engineer.
That wasn’t all. A short time later, it was revealed in the Steely Dan newsletter that Cimcie had discovered another tape with “2nd Arrangement” on the label. Apparently, it sounds even better than her previous discovery.