Babylon Sisters

Babylon Sisters is a Biblical reference to a fallen people, fallen women, fallen and degenerate lifestlyles, he realizes he is getting to old for this shallow experiences. He is with his young girl on the Santa Ana Freeway on his way to a threeway sexual encounter. ("Its cheap but its not free...Love is not a game for three, San Fransico Show and Tell is another sex rerefence) Cotton candy = nose candy (cocaine and or young girl reference)."So Fine So Young Tell me I'm the only One" a delusional refrence about relationships with prostitutes..These women are so young he no longer has much in common with them ("Turn that jungle music down"). Babylon Sister Shake It... its no secret about indulgent rock lifesytles, he has talked about his indulgent destructive behavior before (In Kid Charlamagne, also in Time Out Of Mind phrase "Tonight When I Chase The Dragon ,are all drug refernces) he has mentioned his prefrence for fast women (prostitutes) in his songs before. There is also some sadness, remorse, guilt?... as he realizes he is geting to old for this shallow experiences....but it has never stopped him before as in the Song Do It Again that is about addictions compulsions and repeating his mistakes again and again. So Babylon Sister Shake It....."you got to shake it baby you got to shake it baby you got to shake it"...........

Having grown up in LA during the 50's and 60's and returned in the 80's and 90's I would like to add a few observations. Has anyone considered that the Babylon sisters (San Francisco: Babylon by the Bay) are two girls, ladies, young women who have come down from the bay area to party in LA? Hence, "San Francisco show and tell" later in the song. "Show and tell" like sex ed. We all remember that. Black or white? Who cares? To me the background voices sound white, but who am I to judge. Maybe the ladies are twins! Even better! Driving down Sunset Bd headed west to Malibu is definitely one of the delights of LA. Imagine watching the sun go down, silhouetting the palm trees and reflecting gold off the buildings downtown. 'Tis the end of a perfect day especially when the Santa Ana winds are blowing from the east bringing the unseasonably warm air from the desert into the LA basin. It does tend to arouse some primal impulses.
And who, going up in LA, hasn't walked with the stars on the beach in Malibu, driven down to Tijuana to partake in some cheap, kinky fun?! Cotton candy is a bit of fluffy sweet. Take it anyway you want it or both ways: young things or muff. It works.
The girls are singing, "Tell me I am the only one." Why shouldn't they be asking for attention? Remember the storyteller is a mature, successful guy. They are looking to hook-up with him. He's got the goods, he's connected. He was probably driving his Porsche convertible west on Sunset looking forward to the party. Only room for one passenger? Why any passengers? Turn down the music yourself and enjoy the winding road down to the party house on the beach. I am already looking forward to it.
Regrets, yes, I've had a few, but when you shake it like that it's hard to change. Just don't go too far. You may not be able to come back. Too much Hotel California.....

PS: Oakland is not west of SF. It's east. And by the way the lights of Palos Verdes can be seen from Malibu across the Santa Monica Bay.

My take is that the protagonist is an older guy, he knows he should know better but is involved with a younger woman(or women)he may have met somewhere while on vacation. Despite the fact that these women have other lives and relationships and that his friends have told him he is being foolish, that these women are just after his cash, etc he just can't resist because they make him feel young again for a little while. So he travels, parties, spends too much money but in the end it all just brings home the fact that these women don't care about him, he is past his prime and just being used.

An older guy getting it on with two young girls. Not hookers. He's trying to impress them with his life, all the while knowing he won't be able to sustain any kind of real relationship with them, and his friends are telling him so...

The Dan seriously rocks.

Well I don't believe that there is ANY hyper specific story behind this song. Good lyrics are poetry and the Dan usually delivers in spades! "Babylon Sisters" obviously refers to San Francisco and Los Angeles. Both cities are referred to in each verse. The verses themselves are loose brushstrokes referencing decadence, from simply driving with loud music blaring (Sunset to the sea) to love triangles (loves not a game for three) on to the inevitable reflection on what has gone down (watches his bridges burn). We're forced to fill in the details and looks like many here have. The chorus is brilliant - Babylon Sister (LA or SanFran) Shake it (both cities are earthquake centers!) so fine (they are two beautiful cities) so young ( yes they are two of the youngest cities in the world, relatively speaking) tell me I'm the only one (another decadence reference, completeing the pun they'd begun with so fine so young;))

It's about a man who's getting older and clinging to his youth, but is realizing that his threesomes with very young women and fast lifestyle are leaving him spiritually empty. Babylon is a reference to evil or errant ways and when the background singers belt out "Shake It! they're telling him to shake off his errant ways before it's too late and his bridges are all burned. I always think of Marcello Mastroianni in La Dolce Vita when I hear this song. The character dies a "spiritual" death in the end.

Babylon, the city struck down for building their tower too high in defiance to God... or simply, sin city, may seem like uninhibited LA where glamour and starpower are a commodity, a sort of a bubbling Babylon. I interpret the Baby-sisters as Hollywood-area-active young girls, fine and young, who have license to go anywhere with their ... Babylonian (lack of moral fears), freedom.
Groupies, stars for the stars, girls with attitude/confidence, prostitutes.., Sunset (Blvd) to the sea certainly seems to be Malibu where the driver has a pad or where she has a pad or where she has access to a pad (and the driver is "a guest?"). Could be a big movie producer's pet, house sitter, who can freely socialize with stars in East Sunset Blvd, where the music clubs are (Roxy, Whisky-a gogo). Driving west from the club areas, you would drive through Bel Air... and if you were in, say a convertible, or windows down, you'd best not make too much of a scene or draw unnecessary attention... Our driver/story teller is mature... more composed (vulnerable to rumors...?) Not a game for three... she could be wavering from her current relationship, but may be attached to the perks... still speculating. Santa Ana winds (certainly southern Calif. late summer) imply the day (if not days) after the night where the distant lights are visible. Certainly the ocean is where people can cool off, even stars. Certainly won't note the winds during the night... jog with show folk is morning on Malibu. Babylon Sisters gotta shake it. They are movers and shakers, the girls who know they are in their prime and domain. They are irre(babylon)sisterble to men in general, but even to very acute judges of glamour, beauty, charisma, rock personages in the city of the glamour industry. It is their domain, they can go to places where they are recognized. The idea that "your the only one" is completely at odds with what likely drew the sisters into Babylon in the first place... mass appeal? fame/fortune? privilege/control/power... hardcore fun in the sun... but don't get burned... And as Babylon fell, so are the Sisters vulnerable, their good looks are fleeting, so... it is the bloom melancholy/privilege of our storyteller... Enjoy while you can... it is no one night stand, it IS a REAL occasion it is everything they say...the meeting of mature awareness and world fame potentiality at the end of the world (as west as heading west will take you).

Ummm... dudes.. dudettes...

Walter Becker has a penchant for... illegal fun.. under the sun.. and the age limit .. ? Hell-oooo..?? It's pedophilia.. The Babylon Sisters are ALL underage women. Probably 'sistas' as well in this particular case what w/references to Oakland and jungle music, but 'cotton candy'.. who eats cotton candy ? Kids.. and it's soft and sweet and melts in your mouth..sorry, I'm definitely not in the club it repulses me, but I'm just sayin'.. probably about dugee, too, but he's mixing his metaphors here, as well as his poisons.. son you're playing with fire, i.e. "15'll get you 20". Is this not just so obvious to anyone besides me ? How about Becker's classic quirky solo album, '11 tracks of whack' with the self-referential title referring to his mysteriously getting run over by a car after an underage girl died of OD in his house... he's one of the original nastees that we love, those brilliant and damned swine who continually test the levels of freedom that we hold dear, for all of us.. "but what about Walter?... what he does.. shouldn't society be protected ?.. I mean, brilliant or not..." last of the red-hot Dostoevsky-esque decadent wino-saints... "I know that the hypnotized never lie... do you (lie)?" Our freedoms aren't ours if we don't take them to the limit.. After I listen to a new Steely Dan album, once I've deciphered at least a few of the lines, I always feel like I need to take a shower, wash off the slime.. Then I'll go back and try to decipher the rest. 'Gaslighting Abbie' Ewwwwww.... I Love their music. I Hate their morals. In the end, I'm glad they exist...

So many interpretations of this great song here. I wouldn't argue against any of them but I have one of my own which I submit for your consideration.

 I've loved this song for well over 20 years now and I always imagined it was about a man cheating on his wife with a much younger woman.
 Released in 1980 it is not unreasonable to assume that a cheating spouse in his 40's at that time may think of contemporary radio as "jungle music".  He tells his young lover to turn it down so as not to draw attention to themselves as they "Drive West down Sunset to the sea"  They'll hang out at the beach and party for awhile, eventually the evening leads to sex.  The line " I should know by now it's just a spasm" tells me he realizes that sex, specifically an orgasm is quite literally "just a spasm."  Cheap in a moralistic sense but far from free with respect to the cost to his marriage and his conscience.  He knows damn well "love's not a game for three" and is fully aware of the inevitable consequences of his actions.  
 He has shared knowledge of his affair with a few close friends.  I see "cotton candy" merely as a reference to his lovers youth.  These friends offer advice but he will have to "live and learn" through his mistakes.   
 The only San Francisco reference I see in the song is "San Francisco show and tell."  I don't feel this has anything to do with the songs locale, it's just an ambiguous phrase which fits very well.  I think the entire setting is in and around L.A. 
 I've enjoyed reading other peoples interpretations of this wonderful song.  I would love to hear any feedback about mine you may have to offer.

I always thought of the "sisters" as the two cities themselves.... Los Angeles and San Francisco. Two distinctly different yet equally attractive places for differing reasons, but both places where one could find adventure (and trouble) easily... so fine, so young (both are relatively young cities in terms of cultural significance)... "tell me I'm the only one" could be thought of as the rivalry between the two places.