Prompt engineering is a challenging yet crucial task for optimizing the performance of large language models (LLMs). It requires complex reasoning to examine the model's errors, hypothesize what is missing or misleading in the current prompt, and communicate the task with clarity. While recent works indicate that LLMs can be meta-prompted to perform automatic prompt engineering, their potentials may not be fully untapped due to the lack of sufficient guidance to elicit complex reasoning capabilities in LLMs in the meta-prompt. In this work, we investigate the problem of "prompt engineering a prompt engineer" -- constructing a meta-prompt that more effectively guides LLMs to perform automatic prompt engineering. We introduce and analyze key components, such as a step-by-step reasoning template and context specification, which lead to improved performance. In addition, inspired by common optimization concepts such as batch size, step size and momentum, we introduce their verbalized counterparts to the meta-prompt and investigate their effects. Our final method, named PE2, finds a prompt that outperforms "let's think step by step" by 6.3% on the MultiArith dataset and 3.1% on the GSM8K dataset. To demonstrate its versatility, we apply PE2 to the Instruction Induction benchmark, a suite of counterfactual tasks, and a lengthy, real-world industrial prompt. In these settings, PE2 achieves strong performance and outperforms prior automatic prompt engineering baselines. Further, we show that PE2 makes meaningful and targeted prompt edits, amends erroneous or incomplete prompts, and presents non-trivial counterfactual reasoning abilities.