Don't Think Twice, It's All Right

Album: The Freewheelin' Bob Dylan (1963)
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  • Dylan said of this track: "A lot of people make it sort of a love song - slow and easygoing. But it isn't a love song. It's a statement that maybe you can say something to make yourself feel better. It's as if you were talking to yourself." >>
    Suggestion credit:
    Will - Annapolis, MD
  • Dylan wrote this after his girlfriend Suze Rotolo went off to Italy to study at the University of Perugia and left him in New York. Dylan re-imagined their separation here as him leaving her. Rotolo can be seen walking with Dylan on the cover of the The Freewheelin' Bob Dylan album. An artist and civil rights activist, Rotolo died on February 24, 2011 at age 67.
  • Peter, Paul and Mary recorded this in 1963 shortly after Dylan.
  • In 1965, The Four Seasons released this as a single at a time when lead singer Frankie Valli had a major solo hit ("Can't Take My Eyes Off of You") and the group was at its peak of popularity (about the time that "Let's Hang On" hit the Top 10). This was released as a joke and to see if the group could have a hit without the Four Seasons name on it, so they released this under the name "Wonder Who." Despite an unknown band name, it was still a hit, going to #12 in the US. Two "Wonder Who" singles were released by Philips Records (1966's "On the Good Ship Lollipop"/"You're Nobody 'Till Somebody Loves You" and 1967's "Lonesome Road"), but this was the Wonder Who's only chart record. After it was released, Vee Jay Records repackaged two previously released Four Seasons songs, "My Sugar" and "Peanuts," and released them as a Wonder Who? single, which sank without a trace. The picture sleeve of "Don't Think Twice" had a connect-the-dots pattern hinting at "We are your favorites." The sleeve for "On the Good Ship Lollipop" had jumbled cut-up Four Seasons pictures. Popular lore has Frankie Valli's lead vocal giving the joke away, but it wasn't the case - it was the backing vocals.
  • Regarding the lyrics, "When your rooster crows at the break of dawn, look out your window, and I'll be gone," Rotolo explained in her memoir that they used to live near a poultry supplier in their Greenwich Village apartment. They would sometimes stay up all night and hear the roosters crowing at the break of dawn.
  • Kesha performed a version for the 2011 charity album, Chimes of Freedom: Songs of Bob Dylan Honoring 50 Years of Amnesty International. She said of the emotional recording session: "I was weeping, you can hear it. We just used that recording. We didn't record it into a professional microphone, nothing. I tried to sing it a few times but that magic was really in this first, genuine, distraught, emotional take that you guys are going to hear on the record."
  • This was covered by Willie Nelson and Merle Haggard on their 2015 Django & Jimmie album. Haggard told Uncut: "We wanted to do a Dylan song and that was something we both knew."
  • Glen Campbell covered this for his 2017 album Adiós. His daughter Ashley said to The Boot of her father's interpretation:

    "You know, he loved Jerry Reed's picking version of it. To play it on guitar was always so much fun for him, and it's kind of this way for him to show off his guitar skills because it's such a complicated tune."

    Campbell had been wanting to record the tune for many years, but by the time he got down to laying it down for Adios, the veteran star was stricken with Alzheimer's, so producer Carl Jackson played the guitar. Campbell's wife, Kim said:

    "That intro lick was the main thing to me. You have to get the lick right. At that time, I don't think Glen was able to play it, so we relied on Carl to get it. He pretty much nailed that lick. That was the one he always played the most. If you came over and visited us, he'd pick up the guitar and that was the one he would play."
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Comments: 28

  • John from Cleveland, OhioI listened to the plethora of recordings recommended here but one remains my favorite: Jose Feliciano. I have it on "The Voice and Guitar of Jose Feliciano". Admittedly he has a weaker voice than others but it never bothers me because his overall feel and guitar playing are sublime. I do enjoy the voices of Odetta and Allen Taylor a lot, so thanks for identifying those!
  • Ron from Clifton, VaMike from Bordentown, NJ mentioned the Waylon Jennings version....by all means - if you have not heard this version - find it and enjoy! My favorite cover of this great Dylan song!
  • Barry from Sauquoit, NyOn January 2nd 1966, the Four Seasons performed "Don't Think Twice" on the CBS-TV program 'The Ed Sullivan Show'...
    At the time the song was at #27 on Billboard's Hot Top 100 chart; two weeks earlier on December 19th, 1965 it peaked at #12 {See next post below}...
    On the same 'Sullivan' show the quartet also performed "Let's Hang On"; it was at #11 at the time.
  • Barry from Sauquoit, NyOn October 31st 1965, "Don't Think Twice" by the Wonder Who entered Billboard's Hot Top 100 chart at position #90; and 7 weeks later on December 19th, 1965 it peaked at #12 {for 1 week} and spent 11 weeks on the Top 100...
    Under the name of the Wonder Who they had three other songs make the Top 100 chart; a covered version of "On the Good Ship Lollipop*" {reached #87 in 1966}, the record's B-side, "You're Nobody Till Somebody Loves You", stayed on the chart for 1 week, peaking at #96, and in 1967 "Lonesome Road" peaked at #89...
    * The song was originally performed by Shirley Temple in the 1934 movie "Bright Eyes."
  • Barry from Sauquoit, NyOn September 8th 1963, "Don't Think Twice, It's All Right" by Peter, Paul, and Mary entered Billboard's Hot Top 100 chart at position #67, and on October 20th, 1963 it peaked at #9 {for 1 week} and spent 10 weeks on the Top 100...
    It reached #2 on Billboard's Adult Contemporary Tracks chart...
    Their two preceding records on the Top 100 chart both peaked at #2; "Puff the Magic Dragon" and, another Dylan song, "Blowin' in the Wind"...
    Sadly, Mary Travers passed away on September 16th, 2009 at the age of 72...
    May she R.I.P.
  • Randy from Houghton Lake, MiI don't think Johnny Cash ripped this song from Dylan because they were friends.
  • Dom from Toronto, Onelvis presley also did his version of this song it was pretty good
  • Rob from Detroit, MiRIP Suze.
  • Suzy from Boca Raton, FlOne of my top ten favorite Dylan songs. Beautiful imagery and lyrics. As always...beautiful voice.
  • Micky from Los Angeles, CaThis one goes out to my ex-wife--------perfect lyrics to saying "have a nice life."
  • Nick from Tilburg, NetherlandsI may have heard this song in a hundred different versions, but the definitive version, beyond a shadow of a doubt, is Allan Taylor's (So Long, 1993). No other version has this unity of content and form.
  • Brandon from San Diego, Cathe best version of this song is definitely the version by Odetta, check it out
  • Nady from Adelaide, AustraliaI aws drinking at a mates house one night and his dad came out with his guitar and started playing this song. I was the only othe person that knew it and I started singing with him. I'll never ever forget. This is my favourite Dylan song, along with He Was A Friend Of Mine.
  • Joe from Bellingham, WaThis song... I miss someone, a lot. Every time i hear this song, life gets a little better.

    Could be my favorite bob dylan song.
  • Jonathan from Armorel, ArI've had a couple of exes that I think of when I listen to this song, esp. the line "I once loved a woman; a child, I am told". They were both wild young things--as was I, once (though some might say 22 is old enough to know better than to fool around with a girl who's barely 16). They did indeed kind of waste my "precious time" and leave me on the "dark side of the road". The "child" may also be Dylan's: the baby Suze aborted, which she and Dylan fought bitterly over (cf. "Ballad in Plain D", and how "the plaster did pound").
  • Jason from State Of Fitz, Njgreat song, heartbreaking. This was back before Dylan tried to cover up everything. He still claims "Blood on the tracks" isn't about his divorce.
  • Mike from Bordentown, NjIn my opinion, the best version of this song is by Waylon Jennings. If you can find it, its a good one.
  • Ellen from Louisville, KyDiego, interesting. Gonna look it up!
  • Diego Cubillo from Copenhagen, DenmarkHey foks, just to clear some misunderstandings. Johnny Cash ripped his "Understand Your Man" from 1964 from Dylans "Don´t Think Twice" from 1963... BUT, Dylan ripped his song from Paul Claytons "Who´s Goin´To Buy Your Ribbons When I´m Gone" from 1960... search for the lyrics of this song and the tune and you´l see the similarity. Every great artist borrows from the legacy from others, that´s the great thing of music and Rock´n´Roll. Still I believe that Dylans song is the greatest.
  • Andrew from Cleveland, Ohi think it should be against the law to compare dylan to cash...they both had different styles, but both became very famous and dominated their era, and when they collaborated on the nashville album it was unreal...they are just two great artists who, in my mind are equals...no one person who is a fan of both of these great men could choose one over the other in their right mind...each with a unique voice and great lyrics...geniouses to say the least
  • Gilad from New York, NyYeah, too bad The Freewheelin' Bob Dylan came out in 1963, and I Walk The Line came out in 1964. Cash was a big Dylan fan; if any thieving occurred, it was the other way around.
  • Johan from Oslo, NorwayGrrr, I didn't know about "Understand your man". Dylan has actually gone to far - it's simple theft, in my opinion. Both melody, chords and even the theme of the song are similar - or even identic. Buuuu, Bob!
  • Steven from West Carrollton, OhThis song is actually about his then-girlfriend/wife(?), actress Suze Rotolo. He wrote this after she left him.
  • Thomas from Buenos Aires, United StatesThere's a great version of this song by Nick Drake


    -Tomas,Capital,Buenos Aires
  • James from Lakewood, CoBob Dylan does a live version of this song with Eric Clapton on a 1999 benefit concert, that is by far the best version you can find.
  • Stefanie from Rock Hill, ScI've never heard this version, but I've heard the one by Dylan and Peter, Pual, and Mary. There's also a version of t"Don't Think Twice It's All Right" by susan Tadeschi that's really good. I like Jone Baez's version as well.
  • Tony from St. Cloud, MnThat was a very common and accepted practice in folk music. Dylan has never denied that he was influenced heavily by old folk songs or that he borrowed music from these traditional songs.
  • Mike from Berkeley, CaThis song was written by Bob Dylan. There has been a story around that Dylan just took Johnny Cash's "Understand Your Man" and changed the lyrics to write not only this song, but "Don't Think Twice, It's Alright". Having heard the Cash song, I totally believe it.
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