
Larry Carlton Reflects on “Kid Charlemagne” and “Don’t Take Me Alive”: Inside the Mind of a Guitar Architect
In a revealing and deeply personal conversation, Larry Carlton opens a rare window into the musical thinking behind two of the most revered guitar performances in modern recorded music: “Kid Charlemagne” and “Don’t Take Me Alive.” Far more than a discussion of technique, the interview becomes a meditation on era, instinct, and the quiet confidence that defined one of the most influential studio guitarists of the twentieth century.
Carlton begins by tracing his sound back to the time that shaped him. Born in 1948, he absorbed doo wop harmonies in the 1950s, discovered rock and roll in the early 1960s, and fell deeply in love with jazz while still in junior high school. This convergence of styles was not planned or analyzed at the time. It simply entered his musical bloodstream. By age fourteen, he was already playing pop gigs while spending afternoons immersed in jazz records. Over time, these influences fused naturally, forming the signature balance that would later define his work: harmonically sophisticated chords paired with fluid, emotionally grounded single note lines.
One of the most striking revelations is Carlton’s admission that his harmonic language developed largely without formal theory. He speaks candidly about discovering complex chord relationships on his own, such as placing triads over bass notes to imply altered harmonies. These discoveries were not academic exercises but moments of curiosity and intuition. Without studying scales or modes, he learned to hear color tones as emotional tools rather than theoretical devices. What some later described as advanced poly-chordal thinking was, for Carlton, simply the result of listening closely and trusting his ear.
That instinctive approach carried directly into his legendary work with Steely Dan. When the conversation turns to “Kid Charlemagne,” the tone becomes reflective and quietly profound. Carlton recalls the overdub session vividly. It was late, intimate, and focused, with only Donald Fagen, Walter Becker, and producer Gary Katz present. The solo was not endlessly rehearsed or dissected. It was played, felt, and captured. Becker later told Carlton that the solo stood above all others, across any genre, an assessment that still resonates with listeners decades later.
Equally compelling is the discussion of “Don’t Take Me Alive,” recorded during the same period for the album The Royal Scam. Carlton notes how unusual it was, even then, to open a song with a guitar solo. The decision was simple, almost casual, yet it resulted in one of the most dramatic openings in the Steely Dan catalog. The now iconic opening chord was born not from overthinking, but from a spontaneous studio moment, shaped by sound, feel, and timing rather than rules.
Carlton also sheds light on the studio environment of the era. No click tracks. Musicians playing together in the same room. Communication happening in real time. Guitar overdubs often performed from the control room for ease of interaction, except when tone demanded standing directly in front of the amplifier. The process was organic, human, and deeply musical.
What emerges from this conversation is not just the story of two great solos, but a philosophy of music making rooted in curiosity, listening, and trust. Larry Carlton reminds us that lasting artistry is rarely manufactured. It grows quietly, shaped by time, experience, and the courage to follow one’s own ear.