1. Don’t Think Twice, It’s All Right
Originally released on The Bootleg Series, Vol. 7
2. Walkin’ Down The Line
Originally released on The Bootleg Series, Vol. 1-3
3. I Shall Be Free
4. Bob Dylan’s Blues
5. Bob Dylan’s Dream
6. Boots of Spanish Leather
7. Girl From The North Country
8. Seven Curses
9. Hero Blues
10. Whatcha Gonna Do?
11. Gypsy Lou
12. Ain’t Gonna Grieve
13. John Brown
14. Only A Hobo
15. When The Ship Comes In
Originally released on The Bootleg Series, Vol. 1-3
16. The Times They Are A-Changin’
Originally released on The Bootleg Series, Vol. 1-3
17. Paths of Victory
18. Guess I’m Doing Fine
19. Baby, Let Me Follow You Down**
20. Mama, You Been On My Mind
21. Mr. Tambourine Man
22. I’ll Keep It With Mine
Bob Dylan: Vocal, Guitar, Piano, Harmonica
All songs written by Bob Dylan
Except as noted**
Produced for reissue by Jeff Rosen and Steve Berkowitz
Engineer: Mark Wilder
Additional Production: Maria Triana
Art Direction and Design: Geoff Gans
Photos: slipcase front cover by Douglas Gilbert, slipcase back cover by John Cohen, jewel box insert cover by Gloria Stavers; insert back cover by Ted Russell; tray card back cover by John Byrne-Cooke; booklet front cover by Brian Schuel; booklet back cover courtesy of Joe Gilford; booklet interior, pg. 5, 13, 24 by John Cohen, pg. 7 by Sig Goode, pg. 8, 11, 33 by Ted Russell, pg. 15, 27 by Joe Alper, pg. 18 by David Gahr, pg. 19 by Don Hunstein, pg. 28 by Barry Feinstein, pg. 39 by John Rudoff, pg. 41, 42 by Daniel Kramer, pg. 46, 54, 57 by Don Hunstein, pg. 49 by Douglas R. Gilbert, pg. 50 by Hand Parker
Product Manager: Greg Linn
Production Team: Dian Lapson, Debbie Sweeney, Callie Gladman, April Hayes, Robert Bower, Will Schwartz, and Dylan Pettengill
Special Thanks: Steve Barnett, Greg Linn, Lisa Buckler, Jenifer Mallory, Christian Schraga, Frank Military, Dave Johnson, Sean Patrick Flahaven, Didier Deutsch, Arthur Levy, Bruce Dickenson, Jeffrey Schulberg, Brian Rosenberger, Rob Santos, Tom Tierney, Vic Anesini, Donna Kloepfer, and Hanns Peter Bushoff
Expert Assistance: Mitch Blank, Jeff Gold, Jeff Friedman, and Terry Gans
The Leeds & Witmark Demos
With its roots in the nineteenth century and most of its top guys still bemoaning the death of the big bands, the New York music business circa 1960 was in thrall to its past. Nearly everyone who was anyone worked within a few blocks of 50th and Broadway. Tin Pan Alley it was still called. Rock ‘n’ Roll had been a near-death experience for the old guard, but by 1960 they’d reasserted control and it was business as usual. Cheesecake was still on the menu at Lindy’s, the horses still ran on Friday nights, and Al & Dick’s Steakhouse was the place to go start a rumor. The record companies and music publishers headquartered around midtown shunned the outside world in an almost Amish-like way. Who cared what happened south of 14th Street in Greenwich Village? If those beatniks wanted anyone other than their friends to buy their records or wanted their songs on 50,000-watt stations, they had to make an accommodation with the middle-aged men who spoke of Tommy Dorsey and Benny Goodman on a first-name basis. Soon, record companies would have to deal with artists who wanted to make music on their own terms, and music publishers had to accommodate songwriters who wanted to publish and perform their own songs. The new world began here.
Let’s say you bought Peter, Paul & Mary’s “Blowin’ In The Wind” soon after it came out in May 1963, and let’s say you’d been distracted by the Cuban Missile Crisis or the Watusi, and hadn’t paid attention to The New York Times or Sing Out! There were two unfamiliar little subscripts on that record; the first, under the song title at the top, was “Bob Dylan,” and the other, off to the right, was the Dickensian-sounding “M. Witmark & Sons, ASCAP.” We’ll get to Bob Dylan in a moment. “M. Witmark & Sons” opens the door onto the music business’s old guard with whom Dylan had to deal. The Witmarks were Prussian immigrants who’d started a music publishing company in 1885, eight years after Thomas Edison patented his phonograph but several years before anyone thought you could make a business out of records. The Witmarks published parlor favorites like “Sweet Adeline” and “Mother Machree,” alongside operettas like The Student Prince. Immediately after Warner Bros. premiered The Jazz Singer in October 1927, Jack and Harry Warner realized that their new talking pictures would create an insatiable demand for music, and it was better to own it than license it. Harry Warner called Isidore Witmark with an offer to buy Witmark & Sons. The deal was done in January 1929. That summer, Warners bought up seven other publishers to form the Music Publishers’ Holding Company. Herman Starr, who’d been with Warners since 1920, took over MPHC in 1939, and firmly held the reins until his death in January 1965. On Starr’s watch, Warners started a record label, and signed Peter, Paul & Mary.
Music publishing is the music industry’s big secret. It’s where the money is. For decades, it was an adage in the business that singers come and go, but songs are forever. Today, songs and singers are usually wedded, and come and go in tandem. Bob Dylan ushered in the new model, even though his songs were much covered in the early days. Here’s how it once worked. Song publishers made money four ways: folios, record royalties, performance royalties, and synchronization (movie and show royalties). Song folios weren’t the business they’d once been, but most record stores circa 1960 still had a stack of songbooks. Synchronization was a beautiful thing when it happened, but the diurnal business was “cuts.” If you were a music publisher, Job One every day was to persuade as many singers as possible to record your songs. “Stardust” was the gold standard; it had been recorded by eight hundred artists. Record companies paid publishing companies a “mechanical” rate for every record pressed. In 1960, it was two cents per song. The same rate had prevailed since 1909, and wouldn’t change until 1977 (today, it’s just over nine cents). And so, a million-selling record made twenty thousand dollars in mechanical royalties, usually split 50/50 between the songwriter and the music publisher. On top of that, performing rights organizations collected money on behalf of the publisher and songwriter for radio plays and public performances. There were three performing rights organizations, ASCAP, BMI, and SESAC.
Witmark was a founding member of ASCAP, the oldest of the three and the one generally figured to be less amenable to new music.
Discounting the well-scrubbed folkies in matching polo-neck sweaters, folk music was underground music. Most folk artists were on tiny record labels and their songs were published, if at all, by tiny music publishers. Journalist David Dachs wrote a portrait of the music business, Anything Goes, just as “Blowin’ In The Wind” was breaking, and drew a sharp distinction between Columbia Records “with its shiny polished white formica air,” and “little Folkways Records, one floor up above a jewelry store with raw wood shelves.” Bob Dylan’s early New York dream was to be a Folkways recording artist, a dream he sort-of realized when he recorded “John Brown,” “Only A Hobo,” and others for Folkways/Broadside as Blind Boy Grunt.
The fact that Bob Dylan didn’t end up on Folkways came down to a couple of true believers who exhibited the same sort of industry genius that made Sam Phillps at Sun Records sign Elvis Presley and Johnny Cash when neither of them had performed outside of their living rooms. New York Times journalist Robert Shelton saw Dylan supporting the Greenbriar Boys at Gerde’s Folk City and made him the feature of his review. “It matters less about where he has been,” Shelton concluded, “than where he is going, and that would seem to be straight up.” Even before the Times piece ran on September 29, 1961, Dylan had met Columbia’s John Hammond who was going over songs with an act he’d just signed, Carolyn Hester. Hammond liked Dylan, and the Times piece sealed the deal. Just days after it ran, Bob Dylan was on Columbia. “It felt like my heart leaped up to the sky, to some intergalactic star,” Dylan wrote in Chronicles Volume One. This wasn’t just Columbia Records, it was John Hammond. Everybody in Dylan’s circle had some records that Hammond produced. If not Bessie Smith, there was Billie Holiday, Big Bill Broonzy, Count Basie, and plenty more. “Artists,” Dylan wrote, “who had created music that resonated through American life.” True, absolutely true. The thing about Hammond was that he could tap into Vanderbilt money, so it didn’t concern him that Columbia rehired him in 1961 for less than he made in 1946. But for all this old money demeanor, Hammond was the only major label A&R guy who could see what Dylan was doing. “I understand sincerity,” he said. Any A&R man paid so little would have cut side deals with his artist to secure their music publishing, but Hammond had other priorities and directed Dylan toward Lou Levy and Leeds Music.
Lou Levy owned an ASCAP-affiliated publishing company, Leeds Music and a BMI affiliate, Duchess Music. According to Hammond, Levy signed Dylan to Duchess and paid him an advance of five hundred dollars. According to Dylan, it was one hundred dollars. The date was January 5, 1962. Levy had launched Leeds Music in 1939 in partnership with songwriters Sammy Cahn and Saul Chaplin, and they’d taken the name from the brand of suit that they took turns wearing. Before long, Levy had bought out his partners, and elevated himself to music business royalty by marrying Maxene Andrews of the Andrews Sisters (“Boogie Woogie Bugle Boy,” etc). To say that Levy shared Hammond’s commitment to nurturing anarchically raw talent would be far from the truth. Lou Levy and Bob Dylan had little to say to each other, so Levy took Dylan to one of the music business hangouts, Jack Dempsey’s restaurant at 50th and Broadway. That lunch date forms the prologue to Dylan’s autobiography. It was like Elvis walking the corridors of RCA in his Beale Street pimp clothes or the Beatles meeting white lab coated EMI engineers. Two worlds were wondering what the hell to make of each other.
Bob Dylan recorded his first and possible only demo sessions for Leeds Music in January 1962, eight weeks after his first Columbia LP was recorded … and eight weeks before it was released. The songs show Bob Dylan establishing his own take on influences as predictable as Woody Guthrie and as unlikely as Howlin’ Wolf on “Poor Boy Blues.” If Levy had been a little more attuned to Dylan and his world, he might have told him that the strikingly original “Ballad For A Friend” was the way to go. In answering just enough questions to be compelling, while leaving enough unanswered to be enigmatic, it was the first intimation of greatness.
Reportedly, the first Columbia album sold 2500 copies upon release, if so, Dylan recouped twenty-five of the one hundred (or five hundred) dollars that Levy had fronted him. Neither Columbia nor Levy had much incentive to continue, and Levy would soon seize what looked upon his best chance to come out ahead. Columbia kept the faith, even though Dylan was famously ridiculed as “Hammond’s folly” within the company’s corridors of power. There were only a couple of original songs on that first record, but there was something inalienably true about it. There was no affectation. No filigrees or curlicues. Dylan met the world with the same square-jawed confrontationalism as Bill Monroe, Dock Boggs, or Son House. This is my music, take it or leave it. Columbia wanted soothingly palatable folk music, and, inasmuch as Lou Levy wanted folk music at all, he wanted singalongs he could pitch to Guy Lombardo for the Golden Folk Songs for Dancing LP. John Hammond, to his credit, saw what was false and what was true, and had faith that Dylan would deliver the songs that he soon enough delivered.
Like Levy and Hammond, Artie Mogull started in the big band era. By 1958, he was running the Kingston Trio’s music publishing company. In 1959, he was hired by Herman Starr at Music Publisher’s Holding Company, the Warner Bros. company that had swallowed Witmark. “MPHC was by far the biggest music publishing company in the world,” Mogull said in an interview, some of which appeared in No Direction Home. In 1963, Starr controlled thirty thousand songs, including “April In Paris,” “Birth of the Blues,” and “S’Wonderful.” “One day,” Mogull continued, “a friend of mine named Bert Block, who had a talent agency called ITA, calls me up and says, ‘Listen, you were involved with the Kingston Trio. There’s an act opening tonight at the Blue Angel I think you’d love.’ I said, ‘I don’t have anything to do with records. I’m in music publishing.’ He says, ‘Well, you’re very close to Mike Maitland [the President of Warner Bros. Records].’ So I look out my window about 7:00 that night and said, ‘Jesus Christ, it’s starting to snow. Screw this, I’m not going to see this act.’ ‘I’m driving in the next morning and I said, ‘Nothing’s happening. I’ve got to take a shot.’ So I go into my boss and I said, ‘Listen, I saw an act last night at the Blue Angel – unbelievable. Peter, Paul & Mary.’ And so he says, ‘Well, Maitland’s coming in tomorrow. When he comes in, we’ll talk to you.’ Unbeknownst to me, they go that night to see the act. And the next day, they call me in and they say, ‘Well, we like them, but what do you think about the beards?’ I didn’t know they had beards, so I don’t know whether he’s setting me up to expose me or whether they actually had beards, so I figure, screw it, I’ll take a shot. So I said, ‘Oh, that’s part of the gimmick.’ Now, Peter, Paul & Mary were managed by a guy from Chicago named Albert Grossman, who, in my opinion, was one of the greatest characters in the history of the music business. He had been an economist, he said, with the Chicago Housing Authority, and then he had owned a club in Chicago called the Gates of Horn. He managed a black folk singer named Odetta, and he fashioned himself to be a folk authority. So he was managing Peter, Paul & Mary, and he and I made the deal for them to be on Warner Bros. Records. Of course, they’d hit unbelievably big.”
Peter, Paul & Mary’s first hit “Lemon Tree,” was just nudging inside the Top 40 when Bob Dylan’s first manager, Roy Silver, came to see Artie Mogull to tell him about his client. Silver, given short shrift by Dylan as “a kind of fast talker, a hustler,” was by his account, the only guy in Greenwich Village wearing a suit. He probably overstated his perspicacity when he said he could see the old order about to be swept away by the sound of Greenwich Village, but he truly believed in Bob Dylan. By the time he sat down with Mogull, Peter, Paul & Mary were probably showing just enough promise for Mogull to take notice.
A few weeks earlier, Dylan had loosely adapted the melody of a spiritual he’d heard Odetta sing, “No More Auction Block For Me,” and to this melody he set questions that castigated the world for its indifference. “Blowin’ In The Wind” was the first transcendently great song from the mind of Bob Dylan. Although Dylan never ranked it among his finest work, it channeled all the urgent questions that were coming to the fore during the last months of the Kennedy presidency. It was a call to turn off “The Adventures of Ozzie and Harriett” and get involved.
“My secretary announces to me that Bob Dylan is here,” said Mogull, “and in walks this little guy, and he’s got a guitar with some kind of contraption around his neck so that the harmonica is up to his mouth, and he starts singing for me. One of the things that I pride myself on is that I’m one of the few – at that time I may have been the only one in the music business – who listened to the words. And when I heard, ‘How many ears must one man have before he can hear people cry?’ I flipped. I said, ‘Okay, that’s it. I want you. I’ll give you a thousand-dollar advance. You’ll sign a seven-year writer’s contract,’ or whatever it was, maybe five years. And we got a contract ready and he signed it. The next day, he and Roy came back and they said, ‘Listen, does it mean anything that we also signed a contract with Leeds Music?’ I said, ‘What are you talking about? You signed a writer’s contract with Leeds Music? You can’t sign with two companies at the same time.’ So I gave them another thousand dollars and told them to go back and see if they could buy their way out of the other contract. And, believe it or not, the guy at Leeds Music gave them back their [contract].” It was July 1962, six months after Decca Records in England auditioned the Beatles and Brian Poole, and decided that Poole was the better bet.
Around this time, Albert Grossman entered the picture, and soon took over Dylan’s management from Roy Silver. Grossman had negotiated Peter, Paul & Mary’s deal with Warner Bros. Records and he’d made a side deal with Warner MPHC to bring songwriters to the company. By Dylan’s account, it was Grossman, not Mogull, who fronted the one thousand dollars to buy out the Leeds-Duchess contract, although the money could have come from a fund that MPHC had vested with Grossman. Mogull kicked back fifty percent of the publisher’s share to Grossman, saying that he believed the one half-cent was going to Dylan and Grossman jointly. This meant that the two-cent mechanical yielded one cent for Dylan as the writer, one half-cent for Dylan and Grossman jointly, and one half-cent for Warner-Witmark. Mogull, though, came to believe that Grossman kept the half-cent. It sounds like chump change until you start multiplying it by millions.
By the time Bob Dylan affixed his name to the Witmark contract, he’d recorded “Blowin’ In The Wind” for his second, make-or-break, Columbia album. The album went through several iterations. No one seemed in a great hurry to decide what it would be, and that was all to the good. it came out in May 1963 just as Peter, Paul & Mary released “Blowin’ In The Wind” as a single. Artie Mogull sprung into action. He wasn’t trying to galvanize anyone into shaking off their apathy. The steady accretion of two-cent mechanicals was his business. Mogul knew all too well that the Kingston Trio had crossed from folk to pop, but “Blowing’ In The Wind” transcended all genres. Folk singers had long protested the injustices and inequalities that were a fact of life for African-Americans, but none of their songs ever reached the ear of America’s black population. “Blowin’ In The Wind” did. It inspired Sam Cooke to write “A Change Is Gonna Come.” And then Stevie Wonder took it to the Top 10. In Jamaica, it was recorded by ska star Laurel Aitken. There were jazz versions by Duke Ellington, Jack McDuff and others. And the Staple Singers gospelized it. For Dylan, it was the song that got him on the radar. Albert Grossman did even better out of it because he received a piece of Dylan’s newly-improved appearance fees, twenty-five percent of his music publishing, and his share of Peter, Paul & Mary’s appearance fees and records royalties.
Bob Dylan wrote urgently and prolifically, wherever he happened to be. “The process,” he says, “was new to me.” He was the rookie who suddenly found himself in the majors and wanted an at-bat every inning. Columbia wouldn’t let new artists in the studios every time they felt they had a song or two worth hearing, but Witmark was more accommodating. Based in the Look Building at 51st and Madison Avenue, MPHC had a six-by-eight foot studio where singers could rehearse and songwriters could make demos. MPHC had a tape operator (identified by journalist Clinton Heylin as Ivan Augenblink), who recorded these songs on a rudimentary tape console at 7.5 inches per second. Professional studios usually recorded at 15 IPS for better sound quality, but a reel of tape went twice as far at half speed. Dylan’s handwritten lyric sheets and the tape would go to a copyist who would produce sheet music. If Artie Mogull found someone interested in cutting one of the songs, Augenblink would run an acetate (a one-off record) and a lead-sheet and get it over to the record label. Bob Dylan had songs spilling out of him, and Witmark, to use one of Thomas Edison’s favorite phrases, “seized the palpitating air.”
“One day,” said Mogull, “Bob brought me three or four songs, one of which was ‘Tomorrow Is A Long Time.’ And I listened to it and I thought, ‘Gee, this is a wonderful song for Judy Collins’. So I called her and she came over to the studio and I put on this little demo tape and started playing it. And maybe 30 seconds after I started playing it, I look over at Judy, and tears are rolling down her face and she went in and recorded it right away.” Mogull is right in essence, if not in detail. Another of Grossman’s acts, Ian & Sylvia probably recorded it first with yet another of his acts, Odetta, not far behind. Elvis Presley heard Odetta’s version and his downbeat recording was a tantalizing glimpse of the Elvis who might have been. “Tomorrow Is A Long Time” truly was a song of exquisite longing, the product, some say, of Dylan’s loss of Suze Rotolo, who’d held his arm so fetchingly on the cover of The Freewheelin’ Bob Dylan. It was as close as he came in his early days to the songwriting conventions of the Brill Building in the heart of Tin Pan Alley.
The demos give us an even better idea of Bob Dylan’s maturation as a songwriter than the albums. Here are the songs that were jettisoned for one reason or another side-by-side with embryonic versions of others that made the cut. Coming upon a song as well known as “The Times They Are A-Changin’,” chorded here on piano like a backwoods hymn, is like hearing it for the first time again. We also see how quickly Dylan realized that topical songs were an artistic dead end. Consciously or unconsciously, he knew he could not be a broadsider in the old English sense, hawking his conscience from cause to cause. That doesn’t mean that “Talkin’ John Birch Society Blues” isn’t still wickedly funny or that “Masters Of War” doesn’t’ ring true today, but those songs and others like them demand footnotes for anyone under 60 in a way that “Don’t Think Twice” never has and never will. “Mr. Tambourine Man” is the last surviving Witmark demo, and fittingly so because when The Byrds transformed it into a new genre, the times that irrevocably changed.
Taken in conjunction with the Columbia albums and out-takes, the Leeds and Witmark demos fill out the picture of Dylan mastering all kinds of traditional music, writing new words to archetypal melodies, and finally, moving on to his own innerscapes and melodies. Genius is reckoned to be the innovative transformation of source materials, and that’s what we’re hearing. It’s a testament to the power of these songs that they have been parsed and analyzed more thoroughly than any other songs in popular music, yet the mystery at their core remains impenetrable.
By the time this set closes, you could still hear industry oldtimers saying that singers come and go while songs are forever, even though it became less true every day. Witmark was still doing a thriving business with Bob Dylan’s songs (48 different cover versions in 1965, according to Billboard) but when Rod Stewart place “Only A Hobo” on his second solo LP in 1970, it pretty much closed the book on an era. “Bob Dylan almost single-handedly eradicated Tin Pan Alley,” said Artie Mogull, “because he was the first artist who could record an album of ten or twelve songs and be the writer and publisher of all the songs. Previous to that, if Nat Cole recorded an album of twelve songs, twelve different writers and twelve different publishers wrote those things. In Bob’s case, he wrote these great original songs, and we [and him] owned all the publishing and all the writing, it was the beginning of the end of what used to be known as Tin Pan Alley.” Dylan decisively echoes that sentiment. “Tin Pan Alley is gone, and I put an end to it,” he said.
Bob Dylan didn’t leave Minnesota with the idea of talking on, destroying, or subverting the music industry’s old order, but his songs rewrote the rules anyway. It has been told often and ably how they changed popular music, but they changed the business of music as well. Two-and-a-half year span of these recording encapsulates an artistic transformation like no other in our time. We’ve know the defining recordings for years or decades, but they’re here in the infancy, together with the interstitial recordings that, for one reason or another, didn’t fit. Forty years ago, some of these recordings began appearing in marginal sound quality on bootlegs that made their way into head shops and under-the-counter at little record stores. Now they’re complete, restored, and in chronological sequence. It’s like re-experiencing the moment of discovery.
Nashville, July 2010
Producer’s Note: All of the recordings included here were created to be used for demonstration purposes. In some cases, especially on the earliest tracks, the songs were recorded to be released on acetates so other artists could perform them. As time progressed, the songs were often rough sketches hastily recorded so that the publisher could get the songs down for purposes of copyright. Consequently, there is an extremely wide range of sound quality. We had done an exhaustive survey to use the best sources whenever possible. A good bulk of these recordings come directly from the Warner/Seven Arts master tapes which, unfortunately, were in spotty condition. We’ve tried to present them in the unadulterated way in which they were stored at the Witmark and Leeds archive.
**Publishing Note: Contained herein are all of the know Witmark recordings. They include an unusual anomaly for a publisher. The song, “Baby, Let Me Follow You Down,” is one that has existed in the folk tradition since the turn of the century. However, on the recorded introduction to the song on Bob Dylan’s first album, he credits learning the song from Eric Von Schmidt. At the time, Von Schmidt declined copyrighting it as an arrangement of a public domain song. Towards the mid-seventies, Eric changed his mind and shared the arrangement with Reverend Gary Davis and Dave Van Ronk. It is those performers who now hold the copyright to this particular arrangement. We added it to make this collection complete.