Guitarist Steve Lukather is best known for his nearly five decades with Toto. But years before Africa and Rosanna hit the airwaves, he was a session guitarist, backing everyone from Boz Scaggs and Diana Ross to Alice Cooper, Jimmy Cliff, Jackson Browne and Peter Criss. Throughout the band's history, he led a double life as a studio musician, supporting other artists whenever Toto had even a tiny moment of downtime. (The full list of records on Lukather's official website is so long that it spans 18 pages.)

Lukather's career outside of Toto peaked in 1982 when Quincy Jones asked him to play guitar for Michael Jackson thriller. He ended up cutting parts of “Beat It,” “The Girl Is Mine,” and “Human Nature,” which was written by his Toto bandmate Steve Porcaro. Lukather became one of Jones' key studio guitarists over the next decade and they remained in touch well into the 2000s. When news of Jones' death broke, we reached out to Lukather to hear his memories of their work together.

I was born in North Hollywood in 1957 and never had to pay fees as high as Quincy. But I made about ten records with him between 1983 and 1990 and we spent a lot of time talking because the machines often broke down and it took a while to fix them. I got to sit there and listen to him talk about his life.

He talked about the trials and tribulations of growing up (years before the Civil Rights Movement). He told me things I couldn't even comprehend as a kid from North Hollywood growing up in two decades of peace and love in the 1960s and 1970s, when the music was great and we were all at peace with each other.

I first heard about Quincy in the early '70s when I was heavily into music and dreamed of becoming a session musician. We crammed 10 years of training into three years so that if we were ever put in a situation where we had to work with people at the highest level, we would be ready.

I learned that Quincy was originally a trumpet player but had to quit after an aneurysm (1974). But even before that he was a great producer and arranger. The first record he ever produced was Lesley Gore's It's My Party. It's the whitest record ever made, but it just showed that he liked all kinds of music and could do anything.

He became the arranger of all those great songs by Frank Sinatra and Sammy Davis Jr. And after his aneurysm, he put all his energy into arranging and producing. He was just so talented. He was like a great casting director. That was his greatest talent: He knew who to hire, who should be on that date, who should play that role. He just had that ear. He could say, ‘That’s a hit song’ or ‘That’s not a hit song.’ He knew it.

David Foster first recommended me to him when he was looking for musicians to play on (his 1981 solo LP). The guy. He recommended me because Quincy was always looking for new young people to come over and play with the older boys to spice things up a bit. I liked him for a reason. I think he thought I was silly, that I played well and could pull it off and bring something different to the music. The guys before us were all jazz guys who played rock, and we were rock guys who could play whatever it took.

When I first met him I was impressed by how warm he was. He was one of the warmest guys in the room. This was long before the internet, where there were millions of pictures of everyone. You only knew people from album covers, and then those album covers came to life when you finally met them. He was so warm. He welcomed me immediately. And when you make people feel good, they do their best. That's a talent.

Unlike some producers, he knew how to talk to musicians because he was one. The producers who are not musicians have a different approach to the whole thing because they don't look at it from a simple perspective. Producers like Quincy can say, “Give me this guitar… Let me show you this part on the keyboard.” Some of these other producers got lucky and made a career out of it. That wasn't the case at Quincy.

He had a certain way of putting musicians together to create a different sound. He'd say, “Let's throw Lukather in there.” The next thing I knew I was in a room with Stevie Wonder and all these guys. It was like a childhood wet dream come true. And then this magic would happen. He created this magic. Everyone around Quincy was doing their best. He dominated the room. Everyone gave their best on every take.

I remember hearing his work on Michael Jackson's Away from the wall right when this record came out. I thought “Rock With You” was the best R&B record I’d heard in a long, long time. It just had that Quincy sound. He took Michael Jackson and put the Quincy fairy dust on it. And it was Rod Temperton's song. Rod Temperton's marriage to Quincy Jones and Michael Jackson was a magical triumvirate.

thriller was the successor. At that point, I had already worked with Quincy on “Baby, Come to Me” by James Ingram and Patti Austin, among a few other things. His office called me and (Toto drummer Jeff Porcaro) and said, “Look, Michael is making another record. Quincy wants you to be there.” I said, “Yeah, what time should I be there?” I remember thinking to myself, “Wow, man. I’m fucking A-list!” It was great.

A few months went by and I kind of absented myself and forgot about it. But then Michael Jackson himself called me. I didn't believe it was him and kept hanging up. But then a few hours later I got a call telling me it was actually Michael Jackson. I called him back and he just laughed. He thought it was funny.

The first song we did was “The Girl Is Mine” with Paul McCartney. Looking back, it's a bit silly, but I met my first Beatle. It was just an honor for us to be there. When Paul and Linda came in there were cameras everywhere. It was just crazy.

I wasn't in the room when Michael and Quincy worked on the songs together, but I know Michael was really hard on himself. He wanted the very best and took the time to get it right and it was done very carefully. A lot of those lead vocals were quintupled, I mean he recorded them five times and they were mixed very, very carefully by Bruce Swedien to make it sound like it was one voice.

I’ve talked a lot about the making of “Beat It.” The short version says that there were two versions of the song. The first version was finished and Eddie (Van Halen) was supposed to do the solo. Michael had carefully laid out his parts to make it perfect.

Ed didn't like where they wanted to play the solo, so someone upstairs in the studio cut the 2-inch tape that had a security code. Back on the actual tape, you needed this security code to sync the two machines. If you cut it, it spoils. And even if you try to put it back together, it doesn't work. And that's exactly what happened. I played the solo on that master, then cut it and put it back together, but they couldn't use it because it couldn't sync up with all the rest of the first generation rhythm track shit.

So they sent it to me and Jeff Porcaro and had us go to Sunset Sound with Humberto Gatica, the engineer, to try to put it back together. But there was no click trail. So Jeff had to do one and then we overplayed it. It became something completely different. And so I played all the riffs and bass to what Jeff had specified. We sent it to Quincy and he said we put too many heavy guitars on it. He said it was too much for R&B radio or pop radio, I should use the small amp with less distortion and so on. So I did that. Then I went back and worked with Michael and Quincy on the other parts, and that was all she wrote.

“Human Nature” was written by Steve Porcaro, our keyboardist. The whole song is very much influenced by Toto and Michael. When Steve wrote it there was no guitar part. Quincy looked at me and told me to write one. He said, “This has to be a little funky.” And so this little part came to me spontaneously.

We had no idea how big the album would be. When you make it you think, “Oh, this is really good. It’ll be fine.” But you never know it’s going to be as big as it was.

After thrillerI worked with Quincy on a Herbie Hancock record and his 1989 solo album Back on the block. I had a lot to do with The Secret Garden (Sweet Seduction Suite). And when I think back to all the sessions with him, I remember how much he laughed. He would talk about stupid shit. Any musician who has been successful for most of their life basically has a 15-year-old sense of humor. And it was just fun. I always left with a big smile on my face.

Working with Quincy has always been an incredibly positive experience. And we made a lot of cool music together. We also experimented. He wasn’t afraid to let you try something new. He would always say, “Come on, man, what have you got?” When it didn't work, he'd say, “That was a good try.” Try something else.” And I always wanted to try something new and cool for the boss to impress.

On his 80th birthday in 2011, we were asked to play with him at a special show at the Hollywood Bowl. They made me sit right next to him. And he was still there (mentally). But in the end…listen, everyone gets older. Ninety-one is a great run. And I'm just so glad that he wanted me to work with him. Me and my boys are deeply honored to be a small part of something so big Thriller.