Peter Farrelly was a Danfan first
The Oscar-winning filmmaker on finding Steely Dan at boarding school, talking to Walter Becker about Me, Myself & Irene, and his vision for a Becker-Fagen movie
It was after midnight when Peter Farrelly texted.
“You still up?” he wrote. “Thought of something.”
Earlier that evening, the Oscar-winning filmmaker and I had talked for more than an hour. Naturally, we’d spoken at length about Steely Dan, his favorite band. We also touched on his youth in Rhode Island, his early influences, and his work with brother Bobby on some of the most popular comedies of the last 30 years. He recalled encounters with the musicians he had grown up idolizing: Todd Rundgren, who scored the Farrelly brothers’ first film, Dumb and Dumber (1994); Jonathan Richman, who contributed songs to and appeared in Kingpin (1996) and There’s Something About Mary (1998); and Walter Becker, whom Farrelly contacted before populating the soundtrack of Me, Myself & Irene (2000) with cover versions of Steely Dan songs. We even hashed out Farrelly’s vision for a hypothetical Becker-Fagen biopic.
It was a wide-ranging conversation. But his text made me wonder if we’d left a stone unturned. I crawled out of bed and jumped back on the phone.
As it turned out, after our interview, Farrelly had been listening to “Doctor Wu,” and something I’d said about the song’s filmic qualities was ringing in his head. “I thought, Oh, fuck, this is a movie,” the 66-year-old said from his home in Ojai, California, where the time was not yet 11 p.m. “I was seeing the film that has played in my mind since I first heard the song when I was 18 years old.”
For the next half hour, at my urging, Farrelly played “Doctor Wu” off his computer, pausing every 20 seconds or so to interpret each development in the narrative of a song whose meaning has been widely disputed since Katy Lied was released in 1975. Many have read the lyrics as a veiled depiction of a love triangle between a man, a woman, and heroin. Farrelly prefers to look at “Doctor Wu” more innocently, as he first did in high school, as “a love story in the Neil Simon tradition.”
While our analysis didn’t yield anything earth-shattering—aside from a new shared understanding of the meaning of the word piaster—Farrelly’s passion for the music was apparent. He enjoys losing himself in the cinematic sweep of Steely Dan’s stories, and takes time to appreciate the nuances of lyrical phrasing. When Fagen sang “Biscayne Bay, where the Cuban gentleman sleep all day,” Farrelly punched the pause button. “Are you fucking kidding me?” he said.
It was a whole world in a single line. The filmmaker sat in awe. Every word sang he knew was true.
You grew up in Rhode Island in the 1970s. How did you first discover Steely Dan?
Around the time of the release of their second album, Countdown to Ecstasy, I got sent away to a boarding school. I was not a good student, didn’t do well in school, and my parents said, “You're going to a boarding school.” I was like, “A boarding school? Am I going to England?” And they said, “No, no, no. Connecticut.” I was 16 years old. My parents drove me three hours to Kent School in Kent, Connecticut. I did not speak to them the whole way there. When we arrived, I got out of the car and just walked away. My mother told me that when they were driving home, it was the first time she ever saw my father cry.
When I first got there, I was miserable. I couldn't imagine how life could be worse. One night I had the FM radio on, and “My Old School” came on, and I was like, “Oh, man, this is my song. Who the fuck is this?” I was listening to it in the dark of a Connecticut night, feeling lonely, homesick, sad. And “My Old School” seemed like such a romantic telling of the situation I was going through. I heard it two or three nights in a row before I knew who it was. Then the DJ said it was Steely Dan, and it was on. I never looked back. The next year Pretzel Logic came out. “Rikki Don’t Lose That Number”—I know it gets played a lot, but it's among my top three favorite songs of all time. It’s up there with “I Saw the Light” by Todd Rundgren. To this day, my ringtone is “Any Major Dude Will Tell You.”
That’s awesome.
But the great thing about Steely Dan is that it wasn’t just about the hits. Those were always great, but I liked the ones that weren’t the big hits—“Change of the Guard” and “Turn That Heartbeat Over Again” and “Barrytown” and “Pretzel Logic.”
When it comes to Pretzel Logic, I’m a huge “Night by Night” guy.
Can’t get enough of it. And “Doctor Wu” is Steely Dan’s most cinematic song. I like sad romantic songs, and “Doctor Wu” breaks my heart.
Back when you were first getting into Steely Dan as a teenager, maybe you didn’t yet know that you wanted to be a filmmaker, but was the cinematic quality of the Becker-Fagen songbook something that you were responding to—the vivid stories full of wild characters?
When I listened to Steely Dan, I was seeing the whole picture. Listening to those songs, thinking about those songs, I created a whole world. That’s the beauty of music—each person gets their own little movie playing in their head. I think Fagen was very inspired by Dylan, and that’s the way I feel about every Dylan song—that I have a little movie of my own that plays when I listen to it. And it’s probably completely different from somebody else’s movie. That’s a cool feeling, because you make it your own. And that’s maybe one of the limitations of cinema, in my mind, is that you see it and it’s done.
Whereas a song becomes maybe more meaningful because of how you personally interpret it.
Rudy Cheeks, who was in this great Providence, Rhode Island, band called the Young Adults, he always said, “It’s amazing what music does. It brings you back to a moment.” When I hear certain songs, I have a visual. I’ve heard “Rikki Don’t Lose That Number” a million times, but I remember the specific moment in time when it clicked in. It was in the summer of 1974, and I was driving down a road off Cape Cod. I was with a woman named Paula. It was sunny and we were pulling off an exit to get onto Route 106. “Rikki” came on and clicked for me: Holy fuck, I love this song. And I looked at her, and we had the sun in our faces. I remember that vividly. That doesn’t happen with a visual medium like television. You don't watch Three’s Company and think, “Whatever happened to so-and-so?” It doesn't shoot you back in the same way. On the other hand, from an artistic point of view, I love film because I can show the audience exactly what I want them to see and tell them exactly what I want them to know.
There are people who are early Dan people, and then there are people who are more into The Royal Scam, Aja, and Gaucho. I get the sense that you might be among the former.
I loved Aja. I thought it was a masterpiece. But in the albums from that period, I did miss Jeff “Skunk” Baxter. He’s in all my favorite Steely Dan songs. “My Old School”? Skunk fucking ripped it. I was like, “Who the hell is this guy?” And I did research on him, found out he had been in the Boston band Ultimate Spinach. I was blown away by him. I missed him in those later albums, but I understood Steely Dan had to evolve. They were not gonna keep doing the same thing, and you didn’t want them to. And Aja is a masterpiece. My kids, who are ages 21 and 23, love it. Steely Dan doesn't age. My kids love it as much as I loved it.
Steely Dan’s comeback album Two Against Nature was released in February of 2000, and then four months later, in June 2000, Me, Myself & Irene hit theaters with a bunch of Steely Dan covers on the soundtrack. How did that all come together?
We had shot Me, Myself & Irene a year earlier. So at that time I was unaware they would be doing Two Against Nature. But I loved Steely Dan, and I thought, Nobody really covered them. When we were putting it together, I mostly spoke with Walter. I had a couple conversations with him. He was like, “What do you wanna do?” I explained it and said, “Here are the songs we want.” To talk to Walter Becker, it was an honor—a crazy honor.
Was getting the approval of Becker and Fagen important to you?
It was more of a courtesy, but I wouldn’t have done it without their approval. I just wanted to make sure that they were cool with what we were doing. I was surprised Walter pushed back on the early-career song selections and was more into the later-career songs. But I was like, “No, ‘Barrytown’ is a classic. I want that on there. I want ‘Razor Boy.’ I want, ‘Only Fool Would Say That.’” Sure, we used “Reelin’ in the Years” and “Bodhisattva” and “Bad Sneakers.” And we got Wilco, one of my all-time favorite bands, to do “Any Major Dude,” one of my all-time favorite songs.
Was there something about Me, Myself & Irene that made you think Steely Dan would be a good fit? Like, were you and Bobby in a deep Dan phase while you were writing it?
I just felt it. Sometimes these things just come to you. For example, I remember when we were doing Something About Mary, we had written it and were putting it together and we went to see Jonathan Richman, who Bobby and I love. We grew up listening to FM radio out of Boston, so we were exposed to the Modern Lovers. And Jonathan had appeared in our previous movie, Kingpin. At that point, I’d seen him like 15 or 20 times. He played “Let Her Go Into the Darkness,” which begins with the line, “Well, she’s back with her old boyfriend.” I said to my brother, “Wow, this would be great for Mary.” And then Jonathan played another song, and we were like, “Hey, this would be good too.” Then a third song. And my brother looked at me and said, “Hey, wait a second. We should do the Nat King Cole–Stubby Kaye thing they did in Cat Ballou,” where you have little interludes where they come in with music to fill in the story. I thought that would be fantastic. So we went to Jonathan, and we said, “We have an idea, but it will very likely not work. There’s a 20 percent chance of this actually working.” Because you don’t want to ever stop a movie. If you get momentum, you don’t wanna stop. But if it did work, it would be hilarious and great and fun. So we said, “We’ll have you come down to Miami for three months. Odds are it will not work. But you’re gonna get paid to come to Miami for a whole winter, you’ll be paid by the week. Would you do it?” He said, “Absolutely.” And then the first time we test-screened it, I was so nervous. I had a very good feeling about the movie, but I wasn’t sure if the song interludes worked. And I remember the first time he came on right out of the gate in the opening credits, there was a group of four girls sitting in front of me, and one of them looked at her friend and said, “This is just bullshit.” And I was like, “Oh, this is bad.” Then the second time Jonathan came on and sang a song, she looked at her friend and laughed. Then the third time he came out, they were fucking howling. I was so happy for Jonathan because he’d taken this big chance.
But in answer to your original question, why did we go with Steely Dan for Me, Myself & Irene? I honestly don’t remember. I never go long periods without listening to Steely Dan. So maybe I heard a song and thought, “Hey, this is really great. Nobody knows this song. Let’s put it in the film.”
With regard to your interactions with Walter, did you get a sense at all that he knew the Farrelly brothers films? Like, was he a big Kingpin guy or something?
I’m always afraid to ask. I’m gonna tell this story, but just be very clear—I love Todd Rundgren. In fact, I saw him Monday night here with Daryl Hall, and Todd killed. But anyway, you realize when you’re making films that musicians and filmmakers are different. They have different sensibilities. They’re different people. I’ve met a few musicians that I’m totally in sync with. But the majority of them, I’ve found, you don’t know what they know. I remember when we did Dumb and Dumber, they said, “Who do you want to compose the score?” I said, “What about Todd Rundgren?” And they’re like, “Todd Rundgren is not a composer.” I said, “How do you know? We haven’t asked him. He’s great.” Because if I could pick whoever I wanted, I’d want Todd Rungren. So we called Todd, and he said sure. It was nice. But Todd didn’t know us. We’d never made a movie. And it’s something called Dumb and Dumber! [Laughs] That’s not Todd. Todd is way cooler than that. And again, I picked Todd because I love Todd. Todd is a god to me. In any case, he comes in and couldn’t have been nicer. My brother and I were in the editing room figuring out how to edit. We’d never done a movie. We’d never done a short film. We’d never done a commercial. We’d never done shit. So we’re in the editing room and Todd’s around, just sitting around doing his thing, writing songs. He’s very kind, a real gentleman. At one point, it’s like the last day, we’re locking the film in, and we’re stuck on this one scene. Do we keep it? Cut it? What do we do? My brother and I are going back and forth. I look at Todd and say, “Hey, Todd, let me ask you something. What would you do here?” And he goes, “What?” I said, “What would you do in this scene?” He said, “You’re asking me what to keep or cut?” He goes, “If it were up to me, I’d cut half the movie.” [Laughs] He didn't understand the movie at all! It was just not his cup of tea. So I always assume that with the kind of movies we make, there’s a lot of hip musicians who might not go for what we do.
Denny Dias, the one-time guitar player for Steely Dan, said in an interview once that Walter and Donald’s shared sensibility was high-brow, intellectual humor—no fart jokes.
They always struck me as very New York, in the sense of sophistication. They were a little groovier than most of the country. But that’s one reason why their music is so good. It was better. It was cooler. It was different. That’s part of what makes it timeless. But I remember during the discussions about Me, Myself & Irene, Walter was always discouraging, because he didn’t like the earlier Steely Dan work as much as the later work. But I’ve found that’s common among musicians. When we did Kingpin, I remember Todd Rudgren was like, “Please don’t use ‘I Saw the Light.’” You get sick of your own shit, I guess, at some point. You are naturally drawn to your most recent stuff.
Paul McCartney probably thinks McCartney III is better than any of the Beatles albums.
Yes, exactly that kind of thing.
Do you ever recognize that kind of recency bias when you’re thinking about your own work?
I’ve written two novels and a children’s story. But when people mention my first novel, Outside Providence, I cringe because I was just learning how to write. I can’t even go back and read it. Not that it was met with, like, rave reviews. There was no raving about it. But then it got turned into a movie. When people ask me about it, I say, “The movie is better than the book.” It is a better telling of it. And I’m kind of embarrassed of that. On the other hand, I think Dumb and Dumber may be my best movie ever. And that was our first movie.
You don’t hear many filmmakers say that about the first one.
It’s not a good feeling. You want to keep getting better and better and better. But on the other hand, it’s like the old Elvis Costello saying, “You have 20 years to write your first album and six months to write your second.” My brother and I were out in California for nine years and nobody would make our movies. We were selling scripts, but nobody would make them. We worked on the script for Dumb and Dumber over and over and over and over and over. We put a lot of time into it. I definitely have more people come up to me about that movie than any of the others.
More than Green Book, the film that won you two Academy Awards.
It’s not even close.
Dumb and Dumber is now a classic.
It’s a PG-13 movie, but we were doing things that nobody did. Basically just being really stupid. And that’s why it was hard to get made. We were sending it out—and it’s called Dumb and Dumber. Actors wouldn’t read it. What we found out later was that it was more that agents wouldn’t give it to the actors they represented. They were worried about being embarrassed, thinking the actor would say, “Are you shitting me? You want me to read a script called Dumb and Dumber? This is what you see me doing?” And so we changed the title to A Power Tool Is Not a Toy, which was song by the Young Adults. All of a sudden, everybody started reading it, because they thought, “That sounds cool.” And then when we were making the movie, I said to Jim Carrey, “We used to call it Dumb and Dumber.” He goes, “That’s a way better title.” So we went back to Dumb and Dumber.
You and your brother have worked for decades primarily in partnership with each other. I wonder, is there something in the Becker-Fagen creative partnership that you and Bobby relate to?
If there was a duo that inspired us, it was the Zucker brothers, David and Jerry, who often worked with Jim Abrahams. They made phenomenal movies. Airplane was a groundbreaking movie—and it blew our minds. But more than that, I remember seeing them on Letterman or Carson. I was looking at them and thinking, “These are normal guys.” And that was an inspiration, because I could relate to them. I remember thinking, “Oh, they’re not that different than us.” I found that comforting. I don't think the Farrelly brothers as filmmakers would exist without them. They laid the tracks where it seemed possible for a couple brothers and their friend to get out there and do something. Before that, I thought of a director or writer as an artiste. But the Zuckers were just normal guys from Wisconsin.
Danfans often wonder when a television show or film based on the Becker-Fagen story or Steely Dan’s songs might one day be made. People have speculated, for instance, that each episode of a TV show could follow the narrative of a different song. You’re in touch with Hollywood and what’s being made. Does this seem viable?
Everything’s viable. They’ve now made a show about Angelyne, the woman famous for driving around Los Angeles in a pink Corvette. So would I say that they won’t make a movie about Becker and Fagen? Of course they would. These guys are gods. Somehow, I don’t see Donald Fagen really giving a fuck about that kind of thing. That’s exactly not who he is. But I could see Gene Simmons wanting to do it. [Laughs]
Let me ask you this: Weren’t Becker and Fagen in the backing band of Jay and the Americans for a while?
Yes, when they were still in New York around 1970, they began backing Jay and the Americans on some tours.
If I was gonna do a movie on Steely Dan, it would be that period. Because those are conflicting worlds. I love Jay and the Americans, by the way. [Singing] “This ma-a-gic moment!” But how the hell did fucking Becker and Fagen get in with them? That makes no sense. I’d like to see how that happened. That’s the movie if I were to do it.
As the story goes, Becker and Fagen showed up at the Brill Building with a book full of songs, and they were looking to sell them. That day there happened to be some sort of music convention. And so almost everyone in the building was absent. But there was a light on within the Jay and the Americans office, and that’s where they went. That’s how they ended up connecting with those guys and joining the touring band. The other interesting thing about that period is apparently Jay Black had mafia associates.
They all did back then!
So Becker and Fagen have stories from that time that involve large Sicillian men.
OK, that’s the movie! Because of the mob influence, but also they’re complete opposites! How the hell do Becker and Fagen end up with those guys? That, to me—that’s a great movie. Telling the story of Steely Dan—yeah, OK, that’s a good story. But the story of them working with Jay and the Americans? That’s a whole different story because it's two different worlds. It’s basically like them working with Sinatra.
It was probably the most stereotypically showbiz period of their careers, where Jay and the Americans have these matching outfits on, and Becker and Fagen are in the back, dressed in black, trying to fade into the background.
By the way, this is a very good movie. I’m not kidding you. Jay and the Americans were like the Brooklyn Bridge—remember them?
Those sort of vocal groups that were going out of style.
For Becker and Fagen to be hooked up with those guys is a really funny story to me. And then there’s David Palmer. To me, he’s one of the most interesting stories. And sad. Every time I hear his vocals on “Dirty Work” or “Brooklyn (Owes the Charmer Under Me),” I think about how it must have been heartbreaking for him to no longer be a part of the band.
I really like Palmer’s voice. Still, I’d always choose Fagen’s vocals.
Fagen is phenomenal. But David Palmer was sensational. I’m not going to say I think that Steely Dan shouldn’t have parted ways with him. But what he did do when he was in the band was great, and he should be acknowledged.
For sure, Palmer is an underexplored part of the Steely Dan story.
And Jeff “Skunk” Baxter working as a defense consultant for the Pentagon?
Talk about a movie!
I don’t understand how that happens. As impressed as I am that he ended up working for the Pentagon, I wish he had just played guitar.
Agreed. Please do not advise anyone on missile defense, Skunk.
Just stick with the guitar.
Here’s a goofy question for you: “Glamour Profession” from Gaucho includes a lot of Los Angeles imagery—including a reference to meeting at Mr. Chow for Szechuan dumplings. Have you and Bobby ever convened there after finalizing a deal?
Well, I can’t say I’ve had the dumplings, but I have been to Mr. Chow. Mr. Chow is not something you do every week. I’ve been there probably 10 times. It is my wife’s favorite place. But I haven’t taken her there in five years. We live in Ojai, and that’s an hour and a half away. We don’t go into town much for dinner. I’m there a lot in the day for work, then I go home. But in any case, yeah, I have been to Mr. Chow. It’s awesome. I highly recommend it. In Rhode Island, when I was growing up, we had frozen bagels. They were fine. But then I moved to New York and went to Zabar’s, and I was like, “Holy shit, I’ve fucking never had a bagel!” That’s how you feel when you go to Mr. Chow—you think you know Chinese food, and then you’re like, “Oh, OK, this is a whole new world.”
You brought up Jonathan Richman earlier. You had asked him once to do a cover of a Steely Dan tune?
Yes, I did. He didn’t understand what the lyrics meant. I don’t remember what song it was. But he said, “I don't understand what they’re saying, and I have to understand it.” But that’s so Jonathan. I’ve been trying to do a documentary on him for 20 years. He has no interest. He’s his own thing. I got him to play the party the night before my wedding. This was 25 years ago. He came with Tommy Larkins, his drummer. And at one point I go over to him and say, “Hey, Jonathan, ‘Corner Store’ is one of my favorite songs. Can you play it?” He looks up, thinks a moment, and goes, “No.” I said, “No?” He goes, “I’m sorry, Pete. It’s not coming to me. I just do what comes.” [Laughs]
Wedding or no wedding!
That’s why I love the guy. He’s the real deal. He’s authentic. He’s got a huge heart. He’s one of the most natural people I’ve ever met in my life. He just does what he does, and he’s not gonna change because it’s a wedding.
I’d line up to see your Jonathan Richman documentary, if you’re ever able to make it.
I would love to. He’s got zero interest. I was like, “Come on, man, we’ll get your music out there.” Do you know how many songs Jonathan Richman did that are just incredibly great that nobody knows? They never got any play! Nobody knows “Corner Store.” There are a million songs that he did that are so good. I said to him, “What if we do a documentary and base it around you playing with the Boston Pops [Orchestra]?” He said, “No.” I remember he was invited to Bonnaroo a few years ago. They asked him to do one show with the Modern Lovers. They were gonna pay him a million dollars. He said no. But now we’re talking about Jonathan Richman.
That’s OK. This is an interesting tangent.
Half the year Jonathan is on tour. He goes around playing small clubs and fills every one of them. And then the other half of the year, he’s a stonemason, and he’s been doing it for 20 or 25 years. And he’s very serious. He worked for a stonemason, learned the craft. He likes working with his hands. By the way, if anybody out there wants to have a stone wall or a fireplace or a pizza oven or anything built by Jonathan Richman, he travels. He’s something else, man. He’s one of the purest people I’ve ever met.
To go on another tangent, you and Bobby co-wrote an episode from season four of Seinfeld called “The Virgin.” Are you aware Jerry is a huge Danfan?
I didn’t know Jerry was a Steely Dan fan. But also, technically, we didn’t write that episode. We sold the story. So we got story credit. I only met Jerry once when we pitched a bunch of stuff to him. But I know Larry [David] very well. And he doesn’t like any rock music, period. Larry likes Broadway musicals. A few years ago, I walked into his office one day and he was on the phone. I hear him saying, “Oh, man, I really appreciate it, but I really hate concerts. I really don’t want to go.” The person tells Larry, “We’re gonna have a little private, protected area for you.” He goes, “Yeah, but the noise. I just don't like the whole bit.” The guy on the phone is like, “It’s not straight in front of the speakers. You’ll be off to the side.” I’m standing there wondering who the fuck he’s talking to. And Larry goes, “Listen, if you want me to come, I’ll come, but I’d rather not.” Then he goes, “Thank you. Well, I appreciate it. I hope we run into each other again, Bruce.”
The Boss?!
Springsteen called him. They had met before, and Bruce invited him to the concert. It’s fucking unbelievable. Our offices are near each other. The day Bowie died, Larry comes into my office and he goes, “Who’s Bowie?” I said, “Fuck you.” He goes, “Oh, I know David Bowie, the name, but gimme a song.” I got my computer out and started playing Bowie songs off YouTube. Song number 12 was the first one he knew—“Ch-ch-ch-ch-changes.” Larry goes, “Oh, I know him!” Larry was in college in the late 1960s. It couldn’t have been a better time for music, and he was oblivious to it. He’s like, “Yeah, I didn’t like that stuff.”
So it’s true that his Curb Your Enthusiasm persona isn’t a big stretch.
Larry is exactly who he is on the show, except in reality he’s very nice. He’s got a huge heart. He’s always ready to help people. He’s got that Curb personality, and everybody laughs at it, but when push comes to shove, he’s a very kind person.
If he were a true asshole, he wouldn’t be able to make fun of himself on TV.
No, but he is his own guy. He’s not like other people. It’s the same with Jonathan Richman. The same with Walter Becker and Donald Fagen. That’s why I like all these guys. I like people who are totally themselves. People who do their own thing. That’s what I admire about them.
By the way, beyond boarding school exposing you to Steely Dan, was it ultimately good for you?
Yes, my parents did the right thing in sending me away. They opened my eyes to another world. I grew up thinking the world was Cumberland, Rhode Island. And at boarding school, I realized there was a whole other world out there. I did not do better there academically, and the discipline didn't straighten me out. But the experience opened my eyes. I met a lot of people who are still friends of mine. It totally changed my life.
Peter Farrelly was a Danfan first
This was, to be totally RI, a wicked awesome interview. If Peter ever wants to work on Doctor Wu the movie, please tell him to look me up in Coventry, RI and I’d love to write it with him. And if Jonathan ever wants to build a pizza oven here, well . . .
Great interview!