Beware of Darkness (song)

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"Beware of Darkness"
Song by George Harrison
from the album All Things Must Pass
Released27 November 1970
Songwriter(s)George Harrison
Producer(s)George Harrison, Phil Spector
All Things Must Pass track listing
23 tracks
Side one
  1. "I'd Have You Anytime"
  2. "My Sweet Lord"
  3. "Wah-Wah"
  4. "Isn't It a Pity"
Side two
  1. "What Is Life"
  2. "If Not for You"
  3. "Behind That Locked Door"
  4. "Let It Down"
  5. "Run of the Mill"
Side three
  1. "Beware of Darkness"
  2. "Apple Scruffs"
  3. "Ballad of Sir Frankie Crisp (Let It Roll)"
  4. "Awaiting on You All"
  5. "All Things Must Pass"
Side four
  1. "I Dig Love"
  2. "Art of Dying"
  3. "Isn't It a Pity (Version Two)"
  4. "Hear Me Lord"
Side five
  1. "Out of the Blue"
  2. "It's Johnny's Birthday"
  3. "Plug Me In"
Side six
  1. "I Remember Jeep"
  2. "Thanks for the Pepperoni"

"Beware of Darkness" is a song written by English musician George Harrison and originally released on his 1970 solo album All Things Must Pass. It has also been covered by artists such as Leon Russell, Marianne Faithfull, Spock's Beard, Concrete Blonde, and the duo of Matthew Sweet and Susanna Hoffs.[1] Harrison and Russell performed the song at the Concert for Bangladesh in 1971, and Eric Clapton performed it at the Concert for George in 2002.[2][3] The song warns against permitting illusion from getting in the way of one's true purpose, an admonition that, like the content of "My Sweet Lord", reflects the influence of the Radha Krishna Temple.

Lyrics and music[edit]

"Beware of Darkness" is a ballad containing dense imagery.[2] The song marks a return to the spiritual concerns of Harrison's songs with the Beatles such as "Within You Without You".[3][4] The lyrics of "Beware of Darkness" reflect the philosophy of the Radha Krishna Temple, with which Harrison was involved, in which spiritual concerns must always override material things.[3] In the verses, the listener is warned against various influences that may corrupt them.[3] Among the potential corrupting influences are con men ("soft shoe shufflers"), politicians ("greedy leaders") and pop idols of little substance ("falling swingers").[2][3] In addition, the lyrics warn against negative thoughts ("thoughts that linger"), since these corrupting influences and negative thoughts can lead to maya, or illusion, which distracts people from the true purpose of life.[2][3][4][5] The middle eight delivers the message that this "can hurt you", and that "that is not what you are here for."[2]

Author Simon Leng describes the melody of "Beware of Darkness" as "complex and highly original".[4] The melody of the verses incorporates a pedal point on the key of G major and moves to G sharp minor, a progression Leng claims "should not work in harmonic terms", using as an analogy a count of "one, two, six", but notes that somehow the melody manages to work.[4][6] Music professor Wilfrid Mellers explains the effectiveness of this key shift as dramatising the "beware" in the lyrics.[6] Similarly, Mellers claims that harmonic movement from the key of C sharp minor to D major to C major "creates the 'aimless' wandering of 'each unconscious sufferer'" described in the lyrics.[6] The nearly chromatic melody of the verses contrasts with a more standard rock melody in the middle eight.[4] The musicians on the recording include Harrison, Eric Clapton and Dave Mason on guitar, Carl Radle on bass guitar, Bobby Whitlock on piano, Gary Wright on organ and Ringo Starr on drums.[3][4]


In his contemporary review of All Things Must Pass, Ben Gerson of Rolling Stone wrote that "Beware of Darkness" was possibly the album's best song, commenting on its "enigmatic" music and the combination of "warning" and "affirmation" in its lyrics.[7] AllMusic critic Richie Unterberger similarly views "Beware of Darkness" as one of the highlights of All Things Must Pass.[8] In his feature on Harrison's solo career for Goldmine magazine in 2002, Dave Thompson paired it with "Art of Dying" as songs that "rate among the finest compositions of Harrison's entire career".[9] Rolling Stone's Anthony DeCurtis terms it "haunting" and comments that the lyrics reflect fears that Harrison hoped to calm with his religious beliefs.[10]

Chip Madinger and Mark Easter call the song "a stunning composition", reflecting the considerable growth in Harrison's songwriting abilities since his early Beatle days.[11] Writing for the music website Something Else!, Nick DeRiso includes "Beware of Darkness" among the highlights of Harrison's solo career on Apple Records; DeRiso describes it as Harrison's "best album's very best song – one where he perfectly matches a lyrical meditation on overcoming life's harder moments … with the sound, mysticism and fury of one of the early 1970s' greatest amalgamations of sidemen".[12] Writing for Mojo magazine in 2011, John Harris described the track as "simply jaw-dropping".[13]

American rock band Beware of Darkness are named after the song.[14]


The following musicians are believed to have played on Harrison's original version of "Beware of Darkness":

Other versions[edit]

"Beware of Darkness" was one of the songs Harrison played at the Concert for Bangladesh at Madison Square Garden on 1 August 1971.[11] Harrison sang the lead vocals for the first two verses, and then Leon Russell took over the lead for the third verse.[3] It was played at both the afternoon and evening performances.[11] The evening performance of the song was included on the album Concert for Bangladesh as well as the film of the concert.[2][11][15][16]

An acoustic version of "Beware of Darkness", which was recorded on 27 May 1970,[17] was included on the Harrison bootleg album Beware of ABKCO![2][18][19] This version was later released on the 2001 remaster of All Things Must Pass.[17]

Russell recorded his version of "Beware of Darkness" on his 1971 album Leon Russell and the Shelter People.[1][20][21] Australian critic Toby Creswell considered "Beware of Darkness" the highlight of the album, regarding this as the "definitive" version of the song, noting that Russell "brings chiaroscuro to this song about Eastern mysticism".[21] The song was also included on several of Russell's compilation albums, including Gimme Shelter!: The Best of Leon Russell and The Best of Leon Russell.[1]

Marianne Faithfull included the song on her album Rich Kid Blues, which - though recorded in 1971 - was released in 1984 and also on her 2000 compilation album It's All Over Now Baby Blue.[1][22][23]

In 1986 the alternative American Band Concrete Blonde covered the song on their self-titled album.[1][24]

Spock's Beard used "Beware of Darkness" as the title track of their 1996 album Beware of Darkness, basing their version on Leon Russell's.[1][25]

Matthew Sweet and Susanna Hoffs covered "Beware of Darkness" on their 2009 album Under the Covers, Vol. 2.[1][26]

Eric Clapton performed "Beware of Darkness" at the George Harrison tribute concert Concert for George in 2002.[3][27] Author Ian Inglis stated that Clapton's performance "captures the thoughtful intent of the original".[3]

Joe Cocker covered "Beware of Darkness" for his 2007 album Hymn for My Soul. In 2010 American singer Laura Martin recorded a version on her album Songs for the Fall. The Hardin Burns, an American duo consisting of guitarist Andrew Hardin and ex-Burns Sister Jeannie Burns, released a rendition of "Beware of Darkness" on their 2012 album Lounge.

Sheryl Crow recorded a cover of the song for her 2019 album Threads. Crow's version also features Eric Clapton, Sting and Brandi Carlile.


  1. ^ a b c d e f g "Beware of Darkness". AllMusic. Retrieved 28 December 2011.
  2. ^ a b c d e f g Planer, L. "Beware of Darkness". AllMusic. Retrieved 28 December 2011.
  3. ^ a b c d e f g h i j Inglis, Ian (2010). The Words and Music of George Harrison. Praeger. pp. 28, 34, 125. ISBN 978-0-313-37532-3.
  4. ^ a b c d e f Leng, Simon (2006). While My Guitar Gently Weeps. Hal Leonard. pp. 92–93. ISBN 1-4234-0609-5.
  5. ^ Rodriguez, Robert (2010). Fab Four FAQ 2.0: The Beatles' Solo Years 1970–1980. Hal Leonard. p. 148. ISBN 978-0-87930-968-8.
  6. ^ a b c Mellers, Wilfrid (1973). The Music of the Beatles. Schirmer Books. pp. 149–50. ISBN 978-0-670-73598-3.
  7. ^ Gerson, Ben (21 January 1971). "All Things Must Pass". Rolling Stone. Retrieved 28 December 2011.
  8. ^ Unterberger, Richie. "All Things Must Pass". AllMusic. Retrieved 28 December 2011.
  9. ^ Dave Thompson, "The Music of George Harrison: An album-by-album guide", Goldmine, 25 January 2002, p. 17.
  10. ^ DeCurtis, Anthony (12 October 2000). "All Things Must Pass". Rolling Stone. Archived from the original on 14 August 2006. Retrieved 28 December 2012.
  11. ^ a b c d Madinger, Chip & Easter, Mark (2000). Eight Arms to Hold You. 44.1 Productions. pp. 430, 436–38. ISBN 0-615-11724-4.
  12. ^ DeRiso, Nick (11 September 2014). "Forgotten George Harrison gems from The Apple Years: Gimme Five". Something Else!. Retrieved 3 October 2014.
  13. ^ Harris, John (November 2011). "Beware of Darkness". Mojo. p. 82.
  14. ^ Schlansky, Evan (16 April 2012). "Watch Four Lyric Videos from Beware of Darkness". American Songwriter. Retrieved 13 October 2014.
  15. ^ Ginell, Richard S. "Concert for Bangladesh". AllMusic. Retrieved 28 December 2011.
  16. ^ Unterberger, Richie. "Concert for Bangladesh [DVD]". AllMusic. Retrieved 28 December 2011.
  17. ^ a b All Things Must Pass (CD booklet). George Harrison. EMI Records. 2001. p. 11.CS1 maint: others (link)
  18. ^ Unterberger, Richie. "Beware of ABKCO!". AllMusic. Retrieved 28 December 2011.
  19. ^ "George Harrison – Beware Of Abkco! (CD)". Discogs. Retrieved 8 July 2012.
  20. ^ DeGagne, Mike. "Leon Russell and the Shelter People". AllMusic. Retrieved 28 December 2011.
  21. ^ a b Creswell, Toby (2005). 1001 Songs. Thunder's Mouth Press. pp. 269–70. ISBN 1-56025-915-9.
  22. ^ Thompson, D. "Rich Kid Blues". AllMusic. Retrieved 28 December 2011.
  23. ^ Proefrock, S. "It's All Over Now Baby Blue". AllMusic. Retrieved 28 December 2011.
  24. ^ Ruhlmann, William. "Concrete Blonde". AllMusic. Retrieved 28 December 2011.
  25. ^ Jurek, Thom. "Beware of Darkness". AllMusic. Retrieved 28 December 2011.
  26. ^ Erlewine, Stephen Thomas. "Under the Covers, Vol. 2". AllMusic. Retrieved 28 December 2011.
  27. ^ Erlewine, Stephen Thomas. "Concert for George". AllMusic. Retrieved 28 December 2011.

External links[edit]