'' was Steely Dan's last album before the band's 10-year breakup from June 1981 to October 1991 . The album, originally released in 1980 , was also the band's last studio album until the 2000 release of '' Two Against Nature ''. Despite exceptional difficulties in the album's production (e.g., Walter Becker getting hit by a car, a dispute over what company had the rights to the album, attempts to get the record company to lower the price from $9.98 to the original $8.98 and the accidental erasing of an entire track - "The Second Arrangement" - by a recording engineer ), the album reached #9 on the charts and went Platinum . "Hey Nineteen" reached #10 on the singles charts.
All songs written by Becker and Fagen, except where noted
#"Babylon Sisters" - 5:49
#"Hey Nineteen" - 5:06
#"Glamour Profession" - 7:28
#"Gaucho" (Becker, Fagen, Keith Jarrett ) - 5:30
#"Time Out of Mind" - 4:11
#"My Rival" - 4:30
#"Third World Man" - 5:14
- Walter Becker - Bass , Guitar , Lyre , Vocals
- Donald Fagen - Organ , Synthesizer , Keyboards , lyre, Electric Piano , vocals
- Wayne Andre - Trombone
- Patti Austin - vocals, background vocals
- Crusher Bennett - Percussion
- Michael Brecker - Tenor Saxophone , vocals
- Randy Brecker - Trumpet , Flugelhorn
- Hiram Bullock - guitar
- Larry Carlton - guitar
- Ronnie Cuber - Baritone Saxophone
- Rick Derringer - guitar
- Victor Feldman - percussion, keyboards
- Frank "Harmonica Frank" Floyd - background vocals
- Steve Gadd - percussion, drums
- Diva Gray - vocals, background vocals
- Gordon Grody - vocals, background vocals
- Don Grolnick - keyboards, electric piano, Clavinet
- Lani Groves - vocals, background vocals
- Anthony Jackson - bass
- Walter Kane - Bass Clarinet
- Steve Khan - Acoustic Guitar , Electric Guitar
- Mark Knopfler - guitar, vocals
- Ralph MacDonald - percussion
- George Marge - bass clarinet
- Rick Marotta - Drums , vocals
- Nicky Marrero - percussion, Timbales , vocals
- Hugh McCracken - guitar
- Michael McDonald - vocals, background vocals
- Leslie Miller - vocals, background vocals
- Rob Mounsey - synthesizer, Piano
- Jeff Porcaro - percussion, drums
- Bernard "Pretty" Purdie - drums
- Chuck Rainey - bass
- Pat Rebillot - keyboards, electric piano
- Chuck Sample - bass
- Joe Sample - electric piano
- David Sanborn - Alto Saxophone , vocals
- Zachary Sanders - vocals, background vocals
- Tom Scott - Alto Clarinet , alto saxophone, tenor saxophone, Lyricon , Tenor Clarinet
- Valerie Simpson - vocals, background vocals
- Zack Snaders - background vocals
- David Tofani - tenor saxophone, vocal
- Toni Wine - vocals, background vocals
- Producers: Gary Katz, Shari Young
- Executive producers: Paul Bishow, Roger Nichols
- Executive engineer: Roger Nichols
- Assistant engineers: John "Doc" Daugherty, Gerry Gabinelli, Craig Goetsch, Tom Greto, Barbara Isaak, Georgia Offrell, Johnny Potoker, Linda Randazzo, Marti Robertson, Carla Bandini
- Supervisors: Paul Bishow, Bill Burks, Michael Etchart, Andy McKaie, Shari Young
- Production coordination: Jeff Fura, Margaret Goldfarb, Shannon Steckloff
- Mixing: Elliot Scheiner
- Mix down: Elliot Scheiner
- Coordination: Michael Etchart
- Sequencing: Roger Nichols, Wendel
- Tracking: Elliot Scheiner, Bill Schnee
- Mastering: Bob Ludwig
- Overdubs: Jerry Garszva, Roger Nichols
- Surround mix: Elliot Scheiner
- Rhythm arrangements: Paul Griffin, Don Grolnick, Rob Mounsey, Steely Dan
- Horn arrangements: Rob Mounsey, Tom Scott
- Piano technician: Don Farrar
- Special effects: Roger Nichols, Wendel
- Consultant: Daniel Levitin
- Art direction: Vartan, Suzanne Walsh
- Design: Michael Diehl, Suzanne Walsh
- Design assistant: John Tom Cohoe
- Photography: Rene Burri
- Photo research: Ryan Null
- Liner notes: Walter Becker, Donald Fagen, Frank Kafka
- Liner note translation: Victor Di Suvero
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