Carl Verheyen is a member of that elite (and shrinking) group of musicians known as “session guitarists.” Super-qualified pickers, they’re the hired guns brought in for the most demanding and important recording dates.

They command triple-scale fees, but work in a pressure cooker where time is money, where skillsets call for expertise in blues, jazz, pop, country, rock, and orchestral situations, where producers and composers presume tone, touch, and technique on tap, and where players are routinely expected to one moment sight-read pages with more black than white, and in next deliver an authentic metal-shred vibe.

For more than 25 years, first-call guitarist Verheyen has made his mark as one of L.A.’s most successful studio players. In that time, he has crossed enumerable musical boundaries and amassed an impressive array of credits. His playing graces albums by everyone from the Bee Gees to Miley Cyrus, Dolly Parton to Glenn Frey, Cher to Dave Grusin, and Tiffany to Victor Feldman. Moreover, he is heard on the soundtracks of prominent films including The Milagro Beanfield Wars, The Crow, Moscow on the Hudson, Ratatouille, Blow, and Stand and Deliver, as well as iconic TV shows such as “Laverne and Shirley” and “Cheers.”

Unlike most of his contemporaries, Verheyen does not toil in anonymity. Instead, he has chosen the path less traveled but more rewarded – the one pursued by predecessors like Larry Carlton, Lee Ritenour, Howard Roberts, and Steve Lukather. For more than a decade, Carl has maintained a strong global presence as a solo artist, composer, virtuoso guitar player and bandleader, touring internationally with his own group and as a member of Supertramp, which he joined in 1985.

Despite his heavy client load, Verheyen regularly enters the studio to record his own music. Since 1988, he has released a string of solo albums filled with ear-catching guitar moments and memorable compositions. The latest is Trading 8s, a sonic cavalcade that finds him stretching out on his instrument and sharing the limelight with guitar-wielding colleagues like Joe Bonamassa, Steve Morse, Robben Ford, Albert Lee, Rick Vito, and Scott Henderson.

Poised for a European tour, the indefatigable Verheyen recently sat with VG to discuss vintage guitars, his perspectives on tone, and the new album.

What are some of the highlights of your guitar collection?

My heart and soul is in the Fender Stratocaster. My number one live guitar is a ’61 Strat in Sea Foam Green, made of light swamp ash with a rosewood fretboard. I believe it was repainted at the Fender factory in the pre-CBS days; it has a different patina than my other vintage Strats, which are also checking differently. I have a ’58 Strat with a maple board I bought about 15 years ago. I love that one; it’s a fine rock guitar and weighs 7.3 pounds. Seymour Duncan advised me to buy that one. He said it has the best continuous three-pickup sound he ever heard; the pickups are very even and each is a logical progression in tone. I’m very into that; when I go to the rear pickup, I don’t want it to sound like a different guitar. The middle pickup has to have that glassy tone, and the neck pickup has to have that big, fat, warm, woody tone. I also have a ’65 Strat, pre-CBS L-series; it’s a great rhythm guitar with huge low-end reminiscent of Stevie Ray Vaughan’s tone. I used it a lot on the new record for dirty rhythm and clean picking, and it distorts well, too. I tend to use it in the studio more than the others.

I have a newer Fender Strat I take on the road, and a guitar made by John Suhr with the exact neck of my ’61 Strat, except it’s all maple. It has a set of his noiseless pickups, which give a more modern tone. It’s a great rhythm guitar. I also have a number of offset double-cuts built by Tommy Metz, who has made a new guitar for every European tour I’ve done for the past 10 years, all necks duplicated from my ’58 and ’61 Strats. I keep most of them in Germany to use when I play in Europe.

What made the Strat your main guitar?

I started out playing Gibsons; I had an SG in high school, then a Les Paul, then a 335. I got into the Strat in the late ’70s, when I was playing jazz with Victor Feldman’s band, then with Max Roach a little, and a lot of jazz gigs. I remember driving home from a gig when I heard a Joe Walsh solo on the Eagles’ “Those Shoes.” It was so powerful I had to pull over. After that, I had to reassess rock guitar, because I’d left it in the early Aerosmith days, when I got into jazz – Wes Montgomery, Pat Martino, and all those guys. But when I heard that Walsh solo, I said “Man, this is the music of my people” (laughs)!

Then I started learning everything I dug, like Chet Atkins. I learned to play classical guitar, country guitar… everything. In the process, the Strat started to appeal for its tonal colors, like the high-end sparkle, which was a new thing to me.

Then I really got into the Strat’s nuances. I was exploring the sounds of all the different combinations; I change pickups about three times per note (laughs)! I’m all over that. Another thing I do is set up my Strat with a floating vibrato so when I pull up on the bar the G string goes up a minor third, my B goes up a whole step, and my high E goes up a half step. It gives me intervals I can depend on, so I can use the bar for melodies, like Jeff Beck. I balance the tension with the claw angle and springs, and put more tension on the bass strings. I dial it in to find that spot where the spring tension gives me the minor third on the G string, and go from there. I don’t care as much about the intervals on the lower three.

Do you experience any tuning issues?

No, it stays in tune really well, even with fairly fresh strings; I use a .009-.046 set, light top, heavier bottom; Thomastik-Infeld makes a Verheyen set. And I put a little Archer lube in the bridge, the nut, even the string trees.

Is there something inherently special about Strat tone?

In my opinion, guitar players who get saturated distortion tones using single-coil pickups always have more character, a more personal sound, like David Gilmour, Eric Johnson, or Stevie Ray Vaughan. They’ve had to jump through more hoops, try harder, and experiment with effects; they’re generally more the “tone guys,” to my ears. But there are plenty of exceptions – Duane Allman, Van Halen, Eric Clapton in the Cream era – but so many the humbucker players sound exactly the same because they’re hitting the front of their amps with a really big signal, making sort of a square wave. Whereas if you have a single-coil, it’s a weaker signal and you have to do something to it – find the right pedal or something.

And how does your amp play into the sound?

I tend to use amps without a master volume, and crank them. I’ll use an attenuator or a Variac and go for that big power-tube distortion, then add a pedal or two – distortion or gain pedal.

Do you use stock Fender pickups in your Strats?

I use everything. In my old Strats, they’re all stock; I buy them for that. But I’ll use my ’97 Strat for pickup experiments. I’ve tried everything – Lindy Fralins, Seymour Duncans, Joe Bardens, and a bunch of others.

What were you playing just before the Strat?

My ’65 ES-335, for the most part.

Was it a difficult transition?

At first, the Strat was harder to chord when I had to stretch because of the difference in fretboard scale. My first custom guitar was made with a Gibson 24¾” scale by Dale Fortune. It was cool, but didn’t sound like the longer 25½” scale. I like to play a Strat through Vox AC30s, and I really need those harmonics and that sparkle.

In the ’80s, I had a few hotrodded Strats with humbuckers, some stunt guitars with Floyd Rose vibratos built by Norik Renson. I used one on The Crow. But since the mid ’80s it’s mostly been a true Strat. In the late ’80s, I abandoned the rack because my ’61 Strat through a blackface Fender Princeton Reverb sounded better than $60,000 worth of rack gear. It’s that marriage of wood – this guitar and that amp. I broke away from the L.A. studio guys at that point, though I still use some of that stuff for movie scores. There are some orchestrators in town who write parts for me to play along with strings for that sound. Then I’ll use a volume pedal and rackmounted delays for the echo and swelling effects; the rack thing does that very well.

How about other Fender guitars?

I have a 1960 Telecaster Custom – sunburst with the bound body. It has a slab-board neck and is a beautiful-sounding guitar. I don’t use it for country; I like it better for “swampy” things… claw-picking, a la Jerry Reed. That and my Tele Thinline are my two best guitars for the semi-crunch sound with slight distortion – maybe paired with a tweed Fender amp, a THD, or even a Marshall.

The Thinline is a 1970 model that weighs nothing – I love lightweight guitars. It has a rosewood fretboard and is a great jazz guitar when it’s got heavier strings. It’s liberating to play; you can fly on the fingerboard. And I love the feel of that body vibrating against my ribs (laughs)!

Do you have any favorite Gibsons?

I’ve got a ’54 Les Paul goldtop with the wrap-around bridge. That’s a secret-weapon guitar. It has a very powerful neck pickup. I use it for solos a lot because it has a sonic girth and cuts through a wall of guitar sounds. On Slang Justice, I played it on the title track and the cover of “Two Trains Running.”

I also have a sunburst ’72 Les Paul Deluxe I bought because it was so light. Someone replaced the mini-humbuckers and routed the body for [humbuckers], so I installed real PAFs from a ES-175. It’s a great little guitar; I use it all the time.

Speaking of the ES-175, you’ve played semi-hollow guitars for decades, right?

Yes, I still have – and love – my sunburst ’58 175. It’s my main jazz guitar, the one I played in the mid ’70s. A lot of my favorite players used them – Pat Metheny, Joe Pass, and Jim Hall. In the early ’70s I got a ’65 ES-335 with a skinny neck. The original trapeze tail had been converted to a stop-tail early on. But what a tone; I can get that exact Clapton “Crossroads” sound out of it!

One of the guitars on the new album is your Gibson korina Flying V.

It’ a ’92 Heritage reissue – very light, with a big baseball-bat neck. I used it a lot on my Take One Step record, like the solos on “Lighthouse” and “Georgia’s Reel.”

And your cherry SG Standard is very cool…

I bought that – it’s a ’66 – from a friend who removed the stock Vibrola and replaced it with a stop tailpiece. It’s lightweight and has great access to the upper register.

Does it have a specific purpose in your arsenal?

I like it for doubling with a Les Paul, playing both on the bridge pickup. For example, on the title track on Take One Step, I wanted a huge lead sound with two guitars. To beef up the chorus, I used tiny amps with them – a Gibson Falcon with the SG in one channel, the Les Paul in the other channel with a tweed Deluxe.

I think about combinations like that. For example, for chordal things my Tele Thinline with a little distortion sounds great mixed with a Rickenbacker 12-string set perfectly clean. I think layering and orchestrating guitars is what’s happening in guitar records these days. Everybody can shred, but now we want to hear combinations of tones.

What other notable electrics do you have?

I have a ’59 Gretsch 6120 with Filter-Trons. That was the perfect year. According to Brian Setzer (VG, September ’05), the 1958 is braced wrong and the 1960 has the wrong pickups… or something like that. When I looked up the serial number and date, I said “Score!” (Supertramp producer) Jack Douglas got me started on a quest for the Gretsch as an alternate or quirky sound in the studio. It took a long time to find the right one; most didn’t feel right or sound right.

My blond ’67 Rickenbacker 360/12 is the Byrds model, with the rounded body. The Byrds’ guitar sound still jumps out of the radio at me; they inspired me as a kid, so I had to have a Rick 12; mine has a skinny neck, but I can get around pretty well on it. I use it for arpeggio parts, mostly worked out on the bottom four strings.

I also have a ’56 Supro Dual-Tone set up for slide. I use heavy-gauge flatwound strings on it, and play with distortion or clean tone for notes and chords. I use mostly open tunings – A and G, E and D  – that’s about my extent of it. If I have to sight-read music, I’ll keep it in standard tuning.

What about amps?

The blackface Princeton is the ground-zero amp for me – a perfect reference point. I have three – 1965, ’66 and ’67; I keep two in my studio room where I do my practicing, listening, playing and teaching. Those are the amps I use to tweak guitars, adjust pickup heights, and to listen to my hands. The Princetons are true to what God has intended electric guitar to sound like. They’re not hyped; they have the perfect frequency with 17 golden watts and the old Oxford and Jensen speakers. I have used them for playing live and recording.

My ’63 Fender Tremolux is an interesting amp. It sounds great at any volume – you can turn it up to 10 and it sounds like Keith Richards, or you can play it at 3, where it’s nice and clean. I’ve matched it to a blackface Band Master 2×12 cabinet modified so it has an open back; the sound bangs around the room better and it’s more efficient. I love those old Oxford speakers.

I also use a 1963 Gibson Falcon. It’s a little 1×12 amp, the Gibson equivalent of the Fender Deluxe. I contend the reverb sounds better on that amp than a Fender. I use it all the time; it’s a honey tone with the 175. You can get a beautiful jazz tone but when you crank it breaks up well. The more you turn it up, the quieter the reverb. I bought it years ago when I was on the road in Toronto for 70 bucks.

Currently I get my definitive clean sound with either two Vox AC30s or two Fender Twin-Reverbs, in stereo. I have many ways of getting right and left clean tone, but the ’63 Vox and ’64 Twin are my favorite. The Twin gives the great, fat low-mid and bottom-end, not a lot of high-end sparkle, and the Vox gives everything else. I go into the Normal channel of the Twin and the Normal channel, not the Top Boost, of the Vox most of the time; it’s a perfect blend and a nice stereo image. For smaller gigs, I’ll use two blackface Princetons, or I could do it with the Tremolux and a Jim Kelly.

What about the Kelly amp?

I was an early Jim Kelly customer; at one point with Supertramp, I took three out on the road. The Kelly FACS is coming from a Fender direction with four 6V6s, very sweet tube sound. It has two channels, one voiced a little grittier than the other; one is like a clean Fender and the other one has a dirt factor. Jim had an attenuator to control power tubes for power-amp distortion. The Kelly was a big part of my early sound with Strats; I used them a lot in the late ’70s. They were one of the first boutique amps.

What’s your preference for distorted amp sounds?

My go-to Verheyen sound is usually the ’61 Strat with a Marshall plexi head or the Dr Z SRZ-65, and various cabinets. And I use pedals for distortion; these days it’s the Landgraff, the Fuchs, and an Italian box called Il Distasore. I’m using the Dr. Z for my main distortion amp; I have two of them. They have a master volume, but turned all the way up it’s out of the circuit, and that’s the way I use them. The template for me is the ’68 Marshall JMP 50-watt plexi. Turning the amp up to 6 gives me just enough distortion to where using a pedal throws it over the top. So it’s a nice power-chord sound without a pedal and, with it, a perfect lead tone. Most pedals these days are so sophisticated that the guitar volume cleans them up nicely. I also have a 1966 JTM-45 with a script logo; that’s a beautiful blues amp. I like to play it with my Gibson guitars; turn it up to 6 or 7 and you’re dialed for that Blues Breaker tone.

I also have a 1969 100-watt Marshall metalface I modified to go through the power amp only; I take a speaker-out into a Hot Plate, then direct out of the Hot Plate into a cabinet. That’s a dry straight-through sound that can be attenuated. Then I can go from the line-out into a Lexicon PCM-41 at line level. From there I go into the power amp of my modified 100-watt Marshall. With a flick of a little switch I’m into the power amp, and that’s my delay side. So I’ve got wet and dry. If on the next song I don’t need as much wet sound, I just walk over and turn down the Marshall a little bit. I don’t have to mess with delay parameters.

Are there certain guitars that work best with the Marshall?

Any Strat through the 50-watt plexi is amazing, with or without a pedal, though I usually use some distortion pedal. If I want to sound like Hendrix, I’ll use the ’65 Strat and the 100-watt. The Les Paul, 335, and Flying V all sound great out of the JTM-45.

Do you have any notable acoustics?

I like Gibson acoustics. John Fogerty turned me on to them. He said, “Martins are nice and sweet for the bluegrass thing, country sounds, and folk strumming. But Gibsons rock!” And he’s right. So I found a ’59 J-50, and I love it. Then I found a ’51 J-50 that was even better. You can really dig on it, and I love the way it sits in a track. I use the J-50 a lot for strummed parts.

I also have a ’36 Gibson L-00, a Robert-Johnson-style guitar with a little body. When I have a lot of acoustics on a track and they want me to play a melody on top of them, that’s the guitar I use. It has its own character and fills a sonic space the others don’t, and it’s great for slide.

But you have more than just Gibson acoustics?

Yes. I use my ’59 Martin D-18 for country stuff and fingerpicking. My ’75 Guild F-50 feels like an L-5; it has a bound neck and an ebony board. It’s a maple guitar – jumbo beyond jumbo – but it isn’t very loud! It has a softer sound.

I also have a couple of Mark Angus steel-strings, made at the Laguna Beach Guitar Shop. Mark makes my signature acoustic guitar, the CV model. He makes four or five of them a year. It’s modeled after a 1920s/’30s Martin with a slotted headstock; it has a small body with a cutaway. The Mark Angus CV has a sound like nothing else, completely unique. I did a solo acoustic record a few years ago, Solo Guitar Improvisations – Eddie Kramer produced a bit of it – and we tried 14 guitars, all my acoustics, borrowed guitars… you name it. In the end, the winning tone was the Angus CV. It’s killer.

A nylon-string I’ve used on countless recordings, movies scores, and the like is a 1980 Ramirez 1A I got in their Madrid showroom. The ’55 Maccaferri G-40 I have is supposed to look like a Django guitar, and it has the Django quality and a primitive, bluesy vibe. It’s good for slide, as well. My other nylon-strings are hand-made Avalons. The Lowden people make them in Ireland, they’re a little thinner and won’t feed back. They’re fantastic guitars. I also have an Avalon D-32; it’s like a Martin D-28. I use it in the studio a lot; it’s a workhorse.

What’s in your live setup?

The clean side of my live rig uses a couple reverbs; a T-Rex Room-Mate pedal and a rack-mount spring reverb by Robert Stamps, a chorus pedal by TC Electronics, and a Lexicon MPX-100, stereo-in/stereo out, which ties the two clean amps together. The distortion side uses a Dr. Z SRZ-65 slaved through my ’69 100-watt Marshall using a THD Hotplate and a Lexicon PCM-41.

I keep five or six amps in Europe; a Dr. Z, two Fender Twins, two Vibro-Kings, and two THDs. When I travel, I take only a pedalboard. I’ve duplicated my L.A. rig for use over there.

What’s in your pedalboard?

It’s an A/B system running stereo clean, mono dirty. I’ve got three distortion pedals on B – the dirty side – a new Landgraff Perfect Distortion, the Il Distasore, and a Voodoo Labs Pro Octavia. I have one distortion box, a Zen Drive, for A (the clean side) in case I want to dirty it up a bit. I also use a new one, the Fuchs Cream pedal.

I’ve got five pedalboards – one for the studio, one for my live A/B switching rig, a little one, one that has specific strange sounds with vintage pedals – all “wiggle” effects like the old CE-1, Phase 90 and Mutron Bi-Phase – and one for the acoustic.

Are you into vintage effects?

I have a ’68 Fender Vibratone that’s definitely guitar-oriented and works different than a Leslie. You don’t mic the front; you mic the sides and the top – that’s where the sound comes out. Once we figured that out, it was a usable tool – a secret weapon, perfect for an alternate sound.

I also have a couple old Fender Reverb units – a ’63 and a ’64. I’m a reverb fanatic, and I initially used them in my live rig, but now I pull them out only for surf parts when they want the real thing.

What’s the story behind the new record.

Well, I wrote a handful of tunes, then thought about guests to play on it. For the country-oriented tune “Country Girl” I picked Albert Lee, and for the slow blues “New Year’s Day” I picked Robben Ford. I thought maybe I’d get Steve Morse for the ballad “On Our Way” with his real lyrical side; I got the lyrical side and the burning side, too. Joe Bonamassa played on the instrumental “Highway 27.” I ran into Rick Vito at my clinic in California Vintage Guitar; I’ve always been a fan of his, so I got him to play slide on “Higher Ground,” which has an extended ending. He played brilliantly. And then I have a version of “Taxman” I’ve done live for the last five or six years; Scott Henderson is on that track. We traded eights, and Joe Bonamassa and I also traded eights. That’s where the title came from. Albert and I traded fours and then eights later. Robben and I traded 12-bar blues solos, and Rick and I traded 12s, too.

Was it recorded in L.A.?

Mostly. Steve Morse did it in his studio in Florida, and Rick Vito played his parts in his studio in Maui. The rest of guys and I recorded together. It was really interesting to hear everybody’s sounds and to find out how they produced them, because I’m meticulous about my sound.

I did my guitar parts at Sunset Sound, to my ears the best-sounding guitar recording studio on the planet – you know, Led Zeppelin IV, Van Halen I and II, The Doors, The Stones’ Sticky Fingers, Richard Thompson… I booked it for a week and did my guitar parts there, a tune or two a day. The basics were done at the Firehouse in Pasadena, which gave a real fat, clean drum sound. Then I went to different studios to get the guest tracks.

Do you pursue specific recording strategies for guitar albums?

When I make a record, I orchestrate the guitars on a given track with the intention of determining who’s going to be the “Frank Sinatra.” What I mean is how Frank’s voice cut through the glorious big-band arrangements on those classic Capitol sessions. As glorious as those big bands and orchestras were, Frank’s voice was even more glorious, above it all. If I put a clean stereo Strat out of two AC30s on a track, and maybe a 12-string acoustic in the middle, and then beef it up with one of my Teles with a little crunch – that’s a wall of sound. What will cut through? You can do it mic’ing techniques – distance mics and close mics – or maybe, if I have Fenders for the basics and there’s a lot of highs and upper mids, I’ll use a humbucker guitar like a 335, Flying V, Les Paul, or an SG to cover the center frequencies.

You must’ve experienced some special musical moments making the album…

Sure! When Joe Bonamassa recorded with me in Studio 1 at Sunset Sound, he walked in with his signature Les Paul and said, “Do you have any Marshalls?” I’d had maybe 30 amps delivered and 10 or 15 cabinets – a candy store (laughs)! So I offered him my favorite Marshall – the ’68 50-watt plexi – but he wanted a 100-watt amp. So he played my ’69 Marshall head and cabinet with a Tube Screamer. I used the Strat, the Fuchs pedal and the Dr Z into another cabinet. When I’m going for a specific sound, I don’t always use a pedalboard; I’ll use just a single pedal like a Fuzz Face. So Joe used a pedal and I used a pedal, and we put a baffle between our two 4×12 cabinets and played. I wanted the bleed of my solo in his mics and visa versa. We did four takes and the last was the one – no fixes. We had jammed a bunch of times before, so there was a friendly competition. We were in and out of the studio in an hour and 15 minutes, including selecting amps and getting sounds.

How about the cover of the Beatles’ “Taxman” with Scott Henderson?

I took the basic tracks to Scott’s home studio. He has an interesting strategy; he records dry with some plug-ins so it sounds good while recording, then re-amps it with a tube Echoplex. That way, he has the option of using as much echo as he wants with a fader. Instead of having a delay plug-in, it adds one more analog tube stage.

And what did you use on the track?

I used a lot of things – the Fender Vibratone set clean, Phase 90s, and other stuff. For my solo it was the Strat, Dr Z, and the Landgraff pedal. Scott played his Suhr, a 100-watt Marshall, and an 808 Tube Screamer. Our sounds are completely different; it was great – his has more saturation and heavier gain. And there was a section where he played electric sitar and we traded.

What did you think of Scott’s playing?

He played so brilliantly! He’s got a more reckless spirit than I do, and he played some insane stuff with that wammy-bar Jeff Beck approach. He warned me to stop him when I thought it was good, and I tried, but he wouldn’t stop (laughs)! He always felt he could do it better.

“On Our Way” with Steve Morse is a pretty ballad.

Yes. On that track, I played my ’65 Strat through my favorite clean-amp combination – a ’64 Twin-Reverb and a ’64 AC30 Top Boost, with a little delay.

But the solo sounds very different…

Well, for the solo, I searched for something interesting, and used the korina V through a blackface Princeton – which is unusual for me. I think of those as clean amps, but when pushed with a humbucker, they break up in a unique way. I started the solo clean, then added an Xotic BB Booster halfway through, to give little bump.

Do you know what Steve used?

I don’t, but I’d guess his Music Man guitar and an Engl amp. I asked him to play a solo and maybe a lower harmony part to my choruses.

And how did he do?

He surprised me; I was expecting his clean sound on a ballad, but he came in with the heaviest distorted crunch early in the tune. At first I didn’t know what he was doing, but after a couple of listenings I said, “Genius!”

What did you use on “Constant As The Wind”?

I cut that with my Suhr Classic and an old English Arbiter Fuzz Face with a Marshall for that real saturated sound. The Suhr noiseless pickups are great with a Fuzz Face because they’re so noiseful (laughs)! That old Fuzz Face is a quirky pedal; it sounds good after about an hour. It needs to be plugged in for a while.

And “Higher Ground” has the Rick Vito slide solo…

Yes. Coincidentally, we both use Supro Dual Tone guitars for slide. They’re great for that – big baseball-bat necks setup with a high nut. He used a Supro amp, too, and I played my ’72 Les Paul, somewhat clean.

And on “New Year’s Day” we hear a Strat, correct?

Yes, my ’58. I love the sound it gets with my ’66 JTM-45 and my ’68 plexi – not distorted, but clean, in stereo. It’s a really warm Strat tone, almost like a hollowbody jazz guitar. I also used just a little delay, like the Lexicon MP-100, to image. I like darker analog delay sounds with less sizzle for distortion, and a brighter pinging digital sound for clean tone. It adds sparkle to the high-end. “New Year’s Day” is a blues in B minor and I did the solo with my ’61 Strat, a pedal and the Dr Z, my fat Strat tone.

Robben Ford guested on the track.

He played a ’68 ES-335 through his Dumble, no pedal, with just a close mic. Those amps have a Master Volume. I’m not a master-volume guy, so the two sounds are quite different. I took my tracks to a studio near Robben’s place, and what was so cool is how he reacted to my parts – the trading and the hand-off between phrases are so musical. I love his touch and the subtlety of the tail-end of his bends. I play a couple of choruses, he plays a couple, then a vocal verse, then we trade eights on the I-chord at the end.

Did you record it in one take?

He listened once, played one for pacing, then took it from the top – recorded the whole thing, didn’t punch a note. It’s an amazing tribute to his ability to play the blues.

How about the acoustic piece, “Henry’s Farm”?

I expanded that piece for the band at the suggestion of (bassist) Dave Marotta. I orchestrated it for bass and percussion, played the acoustic part, then played a clean Mark-Knopfler-sound Strat part on top of it. It’s one of my favorite things on the album. I decided to write a second part that features Jim Cox, one of my favorite keyboard players. We recorded it at the Firehouse, where they have a great big Bosendorfer grand piano. I asked Jim to be a cross between Keith Jarrett and Bruce Hornsby; I played a Strat and traded guitar/piano with him. He did a bunch of takes and each was better than the last, absolutely brilliant.

It’s a really nice track.

I love it, thanks. And it’s funny, because at first I thought it was going to be filler.

Albert Lee helped on “Country Girl.”

We did that in Studio 3 at Sunset Sound, which is a glorious guitar room with great old analog gear. Albert had just come back from Europe and brought a Music Man 1×12 combo from the ’70s. He likes to play his Music Man Albert Lee model through a rack-mount Korg A-1, which has a very subtle flange effect. That’s his thing. Albert has a B-bender, so he did some neat chordal bends. I used my ’60 Tele Custom with a THD Flexi-50 head, which gives a nasty, growling Tele sound, just slightly overdriven. I did it intentionally, thinking a contrast would be cool because Albert never uses overdrive or distortion, yet I found it hard to make the two sounds work together. At first they sounded too much like they were recorded in different studios, which they were. So we had to re-amp and put them in the same room.

Any interesting memories about the last song, “Eastern Steppes”?

It was written while I was between cues at the Star Trek movie date. I was plugged into some rack gear I have for film scores and hooked up headphones so I could practice. So I wrote it while getting paid for the movie date (laughs)! The next day, I layered it with some backward guitar. I wrote it to give the band somewhere to go live, a real open improvisational area in the set that can be different every night. It can be a shuffle, or it can go into ⁶/8, straight eights, anything…

So what did you take away from the process of making the album?

In retrospect, it was a great learning experience – an opportunity to peer into the methodology of some of my favorite players and watch how they put it together.

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This article originally appeared in VG August 2009 issue. All copyrights are by the author and Vintage Guitar magazine. Unauthorized replication or use is strictly prohibited.