Bright Lights Film Journal

Take What You Have Gathered from Coincidence: D. A. Pennebaker’s Dont Look Back (1967)

“BOB: Well, you always know who you are. I just don’t know who I’m gonna become.”
– Sam Shepard. True Dylan: A One-Act Play as It Really Happened One Afternoon in California. Esquire, July 1987.1

“I can’t help it/If you might think I’m odd.” – Bob Dylan. “I’ll Keep It with Mine.”

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Criterion’s new edition of Dont Look Back2 celebrates the 50th anniversary, not of the release of Pennebaker’s film (1967), but of the film’s subject, Bob Dylan in the midst his 1965 English tour. In the mid-sixties, D. A. Pennebaker was an obscure, progressive documentary filmmaker with a number of important, but rarely seen short films under his belt, but he hadn’t as yet tackled a feature-length project. When Bob Dylan’s manager, Albert Grossman, approached Pennebaker with the idea of accompanying Dylan and his entourage on his upcoming tour of England, the game-changing Dont Look Back resulted.

My first view of the film came in late 1967 in what I remember as a small coffeehouse/folkie venue operating near Ohio State University (where I was a student) or possibly within it. The largely unseen film had already achieved mythic status for those fans that in those days were labeled as “Dylan freaks.” To our chagrin at the coffeehouse – my OSU roommate accompanied me – the film ended abruptly at the halfway point; that’s all there would be, it was explained. The reasons for this odd situation – were they showing the rest of it when neither of us could attend? – are lost in the mists of time, but one wonders if this had been one of the test showings that Pennebaker mentions as taking place in a few colleges before actual distribution had been achieved.

For years after that interrupted viewing, I only experienced Dont Look Back via Pennebaker’s own transcript of it, published by Ballantine Books in 1968. Costing all of 95 cents, this modest paperback – helpfully supplemented with photos from the film throughout – became for me something of a sacred text, like the Tibetan Book of the Dead or The Confessions of Saint Augustine. Like Patti Smith, as she describes her fervid relationship with Dont Look Back in her recent interview for Criterion, I absorbed the dialog like song lyrics.

At the time I may have been a genuine Dylan freak, but now, in the remains of the day, I am neither a Dylan scholar nor even a Dylanologist, but rather a sort of Dylan generalist, tethered by fragile filaments to whatever persona the aging shapeshifter has modulated to in his latest recording. But I acknowledge, and admit to living on the fringes of, a seething, ever-expanding Dylan Nation. Nowadays it’s a population made visible and noisome through social media, whereas in the latter decades of the 20th century, one circulated quietly (and not easily interactively) among it through Dylan zines, newsletters, the networking of tape traders, and the consumption of a growing catalog of published Dylan biography, criticism, and analysis. Studio recordings were supplemented by the furtive product of a thriving bootleg industry, which eventually prompted Dylan’s giant recording corporation to issue legitimate commercial releases of bootlegged outtakes, concert recordings, and everything in between.

Thus, over the last five or so decades, legions of hyper-fans have driven themselves to not just listening to and treasuring Bob’s enormous archive of songs, but to go spelunking within Dylan’s vast odic cavern searching for autobiographical revelations, occult messages, political directives, and apocalyptic divinations. Just as fervent has been the need to peel the layers of mystery from the man himself. Whatever his chosen musical filtering mask – protest singer, creator of rock-propelled art songs, evangelical hymnodist, or purveyor of American blues and old-time balladry – Dylan zealots want the face inside of it next to their own, if not just in their fantasy life, then out there in the real world, backstage or on the street, mano a mano, be my friend, Bob. By 1967, Dylan found fans on his home’s rooftop in Woodstock and once, he reported, shadowy whispering ones in his bedroom.

D. A. Pennebaker. Image courtesy of Criterion

Pennebaker’s film captures Dylan on the very cusp of this fan-raging phenomenon. When in April 1965 a jet-lagged Bob lands in London, he’s surprised to see hordes of screaming fans, most of them teenage girls, greeting him like a Beatle. His newly minted album, Bringing It All Back Home – the first of three electric-backed albums he will record in an astonishing 14 months, the ones that will jettison him from the folk camp – has not yet been released in the UK;3 only a single, featuring the album’s first cut, a band-driven “Subterranean Homesick Blues,” is available. Here, as in the US, Dylan is still known as a protest-fueled folk singer who has certainly played to excited gatherings (Dylan had toured the UK in 1963), but not to this frenzied adulation. At the airport, Dylan seems perplexed but far from addled by the reception, even as he must face a phalanx of reporters popping flashbulbs and asinine questions.

Without anticipating it (or perhaps ever realizing it), Pennebaker, by making Dont Look Back, threw gasoline on the early flames of Dylan mania. When Grossman contacts him, the filmmaker is not a Dylan fan; he in fact knows nothing about him. Perhaps initially imagining a concert film, Pennebaker switches gears when he runs up against the compelling temperament of Dylan, a mercurial mix of dangling nerve endings, quicksilver intelligence, and tightly wrapped vulnerability.

Bob presents himself packaged in a newly minted, elfin hipness. No longer the baby-faced folksinger of just three years ago, he is matchstick thin – weight loss courtesy of speed and cigarettes? – and his naturally curly hair has blossomed into a kind of flyaway afro. The work shirts and loose-fit jeans are gone. A new fashion template is in place, and it’s both somewhat self-consciously natty and casually street-smart: hipster musician sunglasses (prescription!), Cuban boots, form-fitting pants, tailored sports jackets (or leather), and stylish shirts that look to (or are from) Carnaby Street. It’s as if, in designing his mid-sixties self, he’s designing the entire era (or so it seems in retrospect), and it all begs to be photographed.

When Pennebaker first encounters the songs, he hears poetry. In interviews, Pennebaker repeatedly refers to the line “Yet she’s true, like ice, like fire,” from “Love Minus Zero/No Limit,” saying, “if that isn’t poetry, what is?” then further recalls wondering what would it have been like to have filmed Lord Byron just being himself in the midst of his artistic and intellectual circle,4 which the filmmaker sees as a parallel to filming an off-stage Dylan reading fan broadsides about Donovan Leitch,5 typing out prose in the wee hours, submitting groggily to interviews, or exploring chord progressions for a new song at a piano while, all along, he and his entourage – made up of big and small noises – engage in verbal jousting, drunken exchanges, hoots, hollers, jittery put-downs, and, occasionally, sober conversation.

Pennebaker describes himself as good at “watching somebody that interests me,” and by ‘65 he’s already proven this in his short films, his innovative hand-held camera eyeballing Jane Fonda in her dressing room or musician Dave Lambert rehearsing singers in a recording studio. Now his camera stalks the immoderately interesting Bob Dylan, and the key concept remains to silently “watch” him, not present him as a foregrounded object while narration explains and educates;6 no conclusions are drawn on the wall. Pennebaker remembers:

And Dylan was learning about being watched. And that was interesting to him. Because everybody else didn’t watch him; they just sort of did whatever they thought he would have liked, to get along with him. The idea of anybody watching him didn’t occur to anybody. In a way it was like nobody watching Byron and the only thing we now have is his letters, but when you read the letters, wow . . . it’s just an amazing persona going along at full speed and people not recognizing his role.7

Inserting themselves and a soundman into tight spaces like hotel rooms, dressing rooms, train cars, and limos, Pennebaker (accompanied by Howard Alk, soundman) shoots in available light with black-and-white high-speed film pushed to the max when processed. The grainy, often badly lit, caught-on-the-fly sequences do indeed resemble those of a vintage porn film, an observation made by the man who first screened Dont Look Back in a theater, the Presidio in San Francisco.8

Yet the result is a kind of porn: porn, that is, for the besotted Dylan fan. No one’s having sex in the film, but as Robert Polito, in his essay for Criterion’s release, succinctly puts it (while also unintentionally defining a good portion of what makes an image prurient), “No matter what the shifting cast, setting, or situation, we feel over and over that we’re not meant to see or hear any of this.”

With Allen Ginsberg (left)

Back in the day, fanboy devotion received the film’s recording of Dylan’s every mood, act, and spoken word and converted it into certified coolness; quotidian moments in hotel rooms seemed charged with meaning. Fifty years on, our reactions are perhaps more measured, enabling a different angle on just what kind of human being Pennebaker had captured on film. Now we see a hyper-talented but very young guy – he won’t turn 24 until after this tour – who is not exactly ordinary but not supra-human either. As Dylan hangs with his homunculus Bob Neuwirth, there is a goodly quantity on display of what Patti Smith calls “the hubris of youth.”

More specifically, maybe Patti is thinking of Dylan’s encounter with the reporter from Time magazine, who probably imagined the interview would yield a few quotable bits to introduce a concert review but instead gets a stream of vitriol thrown in his face. Fifty years ago we felt like cheering: Dylan takes on Henry Luce’s mind-fuck media conglomerate! Nowadays, Bob’s broadside of invective – he won’t let the guy get a word in edgewise – comes across less as a hip attack on media mind control than a defensive maneuver from a besieged young artist.

But it’s also as much a performance as anything he does on stage. When the reporter – after Dylan questions the seriousness of his job as a journalist – asks Bob if he cares about what he sings, Dylan goes righteously for the jugular: “How could I answer that if you’ve got the nerve to ask me?” With all his taunts and insinuations, it seems like Dylan has manipulated the reporter into asking the exact question (which he does in self-defense, after all) that gives Bob the opportunity – in that one succinct, cutting rejoinder – to defend himself against the feeding frenzy of the press.

By ’65, he’s already hyper-aware of the effect he has on people, but Dylan is just learning how to use it. Even so, apart from the blitzkrieg on the Time reporter, we see him struggle with maintaining poise – and a certain level of charm – amidst a grueling schedule of concerts and an avalanche of attention from sycophants, idolators, and other deadline-driven reporters. We witness bursts of lashing out, a near tantrum once or twice, but then there’s also a rewinding inwardly to a quiet motionless place behind the shades. He’s not yet the great American eccentric of recent decades, but here you can glimpse the roots of the authentically strange person that Bob Dylan will eventually become.

Occasionally he relaxes. With Alan Price [below] – a fellow musician (erstwhile keyboardist for the Animals) who doesn’t want something from him – he enjoys easy conversation. Somewhere outside, posting a letter, Dylan chats amiably with a group of adoring high school girls, one of whom – named Carol in the transcription – doesn’t hesitate to opine that his newly released single, “Subterranean Homesick Blues,” “doesn’t sound like you at all.”

With Alan Price

Dylan’s answer is neither withering nor condescending: “You don’t mind them playing with me if they play the guitar and drums and all that kind of stuff, right?” Carol responds, well, no, but “it sounds as if you’re having a good old laugh.” Dylan is bemused at this – why shouldn’t he have a laugh – but the girl manages to articulate what many traditionalists in the folk camp would be fearing once he goes electric at the upcoming Newport Folk Festival in July, that the singer/songwriter might be heading for commercialization. Dylan, not anticipating the coming storm, takes her concern seriously, reassuring and advising her, “You know different, tho, right? As long as you know, you don’t have to worry about anybody else.”

We see a couple more encounters with fans, or just everyday British folk, where a patient Dylan takes time for a friendly, down-to-earth back and forth, and it all seems genuine and not played to the camera. It’s a glimpse of a Dylan that would disappear as, in the coming years, the natural-born introvert fled from intrusive fandom and specific threats like garbage-digging A. J. Weberman. These days, if he ventures into the outside world, he disappears into an outsized hoodie and aviator sunglasses.

2 a.m., with Marianne Faithfull

The intimate core of the film is Pennebaker’s capture of Dylan making music with Joan Baez in his London hotel room at 2 a.m. Initially it’s just Baez singing “Percy’s Song” as Dylan attempts to focus on typing out a prose piece, his back to the singer.9 When she begins to sing “Love Is Just a Four Letter Word,” a song he hadn’t finished, Bob frees himself from the typewriter and listens to Joan. After singing two verses, Baez presses Dylan to finish the song so she could record it herself, which she does on a solo album a few years later.

2 a.m., with Joan Baez

Bob Neuwirth starts suggesting songs the two could sing, but Dylan begins Hank Williams’ “Lost Highway,” with Baez harmonizing, then sings solo just a chorus of “I’m So Lonesome I Could Cry.” More of this impromptu session appears within the hitherto unreleased outtakes included on the disc. Here we see and hear Dylan and Baez duet on “Young but Daily Growing,” an 18th-century English ballad beloved by Bob. Taken together, the sequence is a precious glimpse into the music, folk or otherwise, that nourishes Dylan – and a glimpse of a happier, less isolated Baez than we see in the rest of the film.

Baez singing solo and with Dylan raises the question of what’s likely, in the spring of ’65, already in the past for them. They had been, after all, lovers and had often performed together. Reportedly, although their personal relationship had ended recently, Baez had joined the tour with the promise she’d be included at some point in the concerts, much as in previous years she had invited the relatively unknown performer to duet with her during her own shows. Generously, she had helped jump-start his career; for a time they were the king and queen of folk. But on the British tour, Dylan doesn’t return the favor, and midway through the film she disappears.

It’s easy to spin a narrative from the few sequences in which she appears. Immediately after the late-night songfest, a sleepy Baez makes for the door, but Neuwirth detains her long enough to openly mock her. In the following daytime scene, crunched in a car seat next to Dylan and John Mayall, a disconsolate (or merely bored) Joan eats a banana while singing, “Yonder stands your orphan with gun/Crying like a banana in the sun,” which gets Bob’s attention – is she, by messing with a lyric of one of his newest songs, mocking him? In a Birmingham dressing room, Baez appears to make fun of her own vocal prowess when she blasts “here comes the night” at full volume in her upper range, but are the doubled-up Dylan and Neuwirth laughing with her or at her?

True to form, Pennebaker doesn’t lead us to any conclusions here, but the feeling in the air is that Baez’s presence is unwanted, and that Dylan and Neuwirth are being downright ugly to her. In an interview, the filmmaker points out a moment of unease in an earlier sequence in which Alan Price discusses his departure from the Animals. When the camera moves from Price to Dylan, Pennebaker remembers Bob eyeballing him with an expression that says, “You’re trespassing here. Be wary,” meaning, I guess, that with Alan Price being wide open and vulnerable over a recent hurtful event, watch what you capture here.

As I see it, Price, as he self-medicates out of a bottle, appears to be coping well enough, and that far more uncomfortable examples of “trespassing” occur in the Baez sequences where the singer, who has her own sizable ego and pride in her voice and activism, is being ignobly pushed aside by a former boyfriend and fellow musician, who owes her better treatment. But it’s not really shocking to see Dylan being heartless. Who hasn’t been heartless in their early twenties? But whatever the vagaries and contrarieties of Dylan’s behavior, Pennebaker assiduously stays his course, making the assembled film a rough-hewn collage that neither consecrates nor maligns, but lets live.

For anyone wanting a concert film, then, Dont Look Back is a letdown – but nevertheless it is the music – Dylan’s art through performance – that’s key to why the film remains fascinating today. Mixing the performances up with the captured tour realities of a fleet-foot, put-upon, or bottomed-out Bob jolts these sequences out of mere peephole celebrity reportage. Pennebaker intuited a lasting greatness existing behind the fan idolatry and the wheeling and dealing of Albert Grossman. With editing acumen, the filmmaker interwove just enough concert footage, hotel room improvising, and musical collegiality for us to witness Dylan at a kairotic turning point as a songwriter/performer.

As Dylan himself says in the final moments of the film: “I feel like I’ve been through some kind of . . . thing, man . . . there was, something was special about it, that’s all.” He’s speaking in the aftermath of his final UK concert at Albert Hall, but he could be describing, rather modestly, the experience of recording his new album, the tour in general, and the tumultuous, feverishly inventive, months ahead.

Dylan’s first LP from 1965, Bringing It All Back Home, is divided neatly between electric-backed songs on side one and acoustically accompanied ones on side two. On the tour, he inserts new songs into set lists made up primarily of audience favorites from his back catalog, but with new material he’s limited, since he’s performing solo, to the acoustic songs from the album. But when we hear these in the film – truncated though they may be – the contrast with the older songs is revelatory. Dylan’s studio work with a band has challenged him and stoked his creative fires. Even his solo guitar playing features a new vertical complexity, related, I think, to his playing and singing with groups of exceptionally gifted (and sympathetic) sidemen.

The listless strumming that accompanies his in-concert vocal of “The Times They Are A-Changing” only points up the “rock ’n’ roll attitude” of the guitar work on a song from the album’s acoustic side, “It’s Alright, Ma.” When Dylan, singing “It’s All Over Now, Baby Blue,” wipes the floor with Donovan in that crowded hotel room, what overwhelms the Scottish singer’s wispy “To Sing to You” from the start is the rhythmic energy of “Baby Blue,” but of course there’s more to it than that.

He sings two verses. Midway through, smirking with confidence, Dylan turns away from Donovan and possibly toward Derroll Adams, one of the partiers in the room and a crony of Jack Elliott’s, who Dylan admires. At the time, Adams had been mentoring Donovan, and Dylan seems to want to get a message across: Listen to this: I’m the man now. Another example of the hubris of youth? Maybe, but Dylan’s unpleasant smugness aside, the song, especially as it’s performed in such an intimate space, has a magnitude of expression that overrides our impression of arrogance.10 In the wake of the performance, Donovan appears less defeated than awed, muttering, nearly inaudibly to himself, “I used to know a girl named Baby Blue.” In other words, in the face of such brilliance, what can anyone say?

Even today, “It’s All Over Now, Baby Blue” defies music industry pigeonholing;11 in 1965, like the rest of the songs on Bringing It All Back Home, it seemed to redefine what a song could do, and what a singer could do with one. Much of “Baby Blue” is structured as a stream of existential advice: “The highway is for gamblers, better use your sense.” Couched in Dylan’s metaphorical poesy, though, the song’s slow burn expands past anything as simple as the castigation of a rejected lover. Instead the relationship of the addressee to the singer is ambiguous, and verse by verse the similarly ambiguous, oracle-like warnings take on a singular – and also hard to define or analyze – emotive force.

Original lyric sheet for “It’s All Over Now, Baby Blue,” offered at auction in 2012 by the “Gotta Have Rock and Roll” website

The cumulative power of “Baby Blue” comes not only from the specifics of the lyrics, of course, but from the confrontation of the words with the music, and, most importantly, how Dylan the performer puts this elegantly enabled fusion across – that is, from his inflections, his phrasing of the melodic line, his bending of the pitch on certain words, even a syllable, that end a line (“co-inci-dence”) and above all the overall vocal conviction.

Although we are here far from the proselytizing of Dylan’s Born Again era, his so-called protest years seem to have instilled in him the finger-pointing diction of an orator – like a preacher, a union organizer, a politician on a stump – or a mystical poet of prophetic intent (like William Blake by way of Allen Ginsberg). “Forget the dead you’ve left,” he exhorts, “they will not follow you.”

So in 1965 the finger pointing remains, but now Dylan, wielding words with the surety of a much older artist, faces out from within, communicating an interiority of self. He’s far removed from writing songs like “Blowin’ in the Wind” and “The Times They Are A-Changing,” that many a singer with a guitar can convincingly put over, to those that, in order to fully convey their complexly integrated lyric-to-music meaning, he himself must sing.

The trilogy of albums initiated with Bringing It All Back Home – and completed by Highway 61 Revisited and Blonde on Blonde in a mere 14 months12 – is a numinously expressive display of this necessity and one of the most startling eruptions of creativity from anyone in the 20th century. With astounding luck and perseverance, Pennebaker walked his camera into the midst of its flashpoint and brought it all back home.

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Dont Look Back is no stranger to home video. As recently as 2006, Docurama issued a deluxe DVD edition of the film that included a reprinted copy of the 1968 Ballantine Books paperback of Pennebaker’s transcription. Notable, too, was Pennebaker’s assemblage of outtakes as a new film, 1965 Revisited, plus the inclusion of five audio takes of complete songs. Criterion’s recent HD includes 1965 Revisited, the 2006 commentary with Pennebaker and Neuwirth, and the audio takes, but leaves out the paperback.

But fresh to the set is yet another slew of outtakes, gathered as Snapshots from the Tour, and three new video interviews involving Pennebaker and Neuwirth, Pennebaker and Greil Marcus, and one featuring Patti Smith all by herself, which is a special treat. An artist in several disciplines – poetry, songwriting, photography – the nearly 70-year-old Smith has distance on her youthful infatuation with Dylan, but articulates vividly how much he still means to her and to her own writing and performing. And she has much to say about the film itself. A 2000 interview with Dylan himself, made for Scorsese’s film No Direction Home (2005), is accompanied by “previously unseen outtakes from Dont Look Back.”

Additional features have the virtue of making the set about Pennebaker as well as Dylan. There’s a new documentary about his filmmaking style and the inclusion of three of his short films: Baby (1954), Daybreak Express (1957), and Lambert & Company (1964).

Rounding it all out is a 36-page booklet, well illustrated, containing an excellent, no-nonsense, and very well written essay from “critic and poet” Robert Polito.

Do we need a 4K restoration of this film? I think so. In 2011, Docudrama released an HD edition of their earlier DVD, but I’ve not seen it. In any case, I’d bet that Dont Look Back looks as good now as it ever will and certainly a lot better than when I saw it in 1967 at that folk club screening. The sound, mastered from the original quarter-inch magnetic masters, is uncompressed and vivid, and is possibly as good a reason to procure the set as any, including the crunchy array of new supplements and the fact that all that high-speed grain is now in splendid focus.

USA/1967/96 min./B&W/Monaural sound/1.37:1 OAR. Released by the Criterion Collection on Blu-ray disc and DVD in 2015.

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Note: All images are screenshots from the film and from trailers freely available on YouTube.

  1. Shepard’s transcription, in the form of a play, of a taped conversation he had with Bob Dylan. []
  2. The title’s contraction “don’t” comes without the apostrophe on the title screen and elsewhere, a decision heavily deliberated over by filmmaker and subject. Dylan won: he wanted no apostrophe. []
  3. Bob Neuwirth in his 2015 interview with Pennebaker, included on Criterion’s disc, seems to imply the album had not been released as yet in the US either. When in one scene, we see an LP spinning in a hotel room and hear the album’s “Maggie Farm,” Neuwirth claims in 2015 that the platter was a test printing. But it’s well documented that the album was released in the US on March 22, 1965, which predates the beginning of the tour, but not until May 25 in the UK (exact date not as well-documented in my sources), with only the single “Subterranean Homesick Blues” available during the extent of the tour, which ran from April 30 to May 10. []
  4. Pennebaker’s Lord Byron parallel seems awkward. I like Patti Smith’s saying that watching Dylan in the film is like seeing “Arthur Rimbaud alive,” although you can’t go too far with this analogy either. []
  5. Pennebaker slyly makes Donovan’s then rising popularity into one of the film’s threads. While Dylan outwardly shrugs off Donovan as a hit-making contender, you also sense a defensiveness over the younger singer that perhaps lends fuel to his cutting contest, hotel room performance of “It’s All Over Now, Baby Blue” that follows Donovan’s own weak run-through of “To Sing to You” later in the film. See discussion of this event further on. []
  6. In his interview for Paste (12/3/15), Pennebaker says, “Narration is ‘I know more than you and you’re gonna listen.’” Also, interviewed by Criterion, he states, “You can’t have anyone telling you why you kill the chicken.” []
  7. Ibid. []
  8. He owned a whole string of porn theaters and, wanting to move away from presenting blue cinema, chose Dont Look Back as a good film with which to do so. []
  9. Some commentators have identified the piece as Alternatives to College, which he submitted to Esquire magazine. It was rejected. []
  10. Perhaps he’d earned the right to some arrogance? []
  11. “Folkrock” doesn’t come close. []
  12. Criterion’s edition of Dont Look Back appeared less than three weeks after Sony’s street date (11/6/15) of the latest in the Dylan Bootleg series, Bob Dylan: The Cutting Edge, 1965-1966, which comes in three iterations: a 2 CD Best of, a 6 CD Deluxe edition, and an 18 CD Collector’s edition, sold as a limited edition of 5,000 copies available only through Sony’s online store. The massive Collector’s set purports to contain every note that Dylan and his sidemen laid down in the studio for the three monumental albums made in those two years. As it includes rehearsals, breakdowns, and multiple takes – not to mention some mutterings and interjections from Bob and producers between them – all three sets contain things, like those in Pennebaker’s film, that we were never supposed to hear. Extras are lavish in the big blue collector’s box, but one of them is an authentic strip of film from Dont Look Back. It’s easy to imagine that Sony’s release has and will be beneficial to the sale of Criterion’s and vice versa, but I find no evidence of these companies plotting this mutual benefit. []