Don't Think Twice, It's All Right

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"Don't Think Twice, It's All Right"
Don't Think Twice, It's All Right Dylan label.jpg
Single by Bob Dylan
from the album The Freewheelin' Bob Dylan
A-side"Blowin' in the Wind"
ReleasedAugust 1963 (1963-08)
GenreCountry folk[1]
Songwriter(s)Bob Dylan
Producer(s)John Hammond

"Don't Think Twice, It's All Right" is a song written by Bob Dylan in 1962, recorded on November 14 that year, and released on the 1963 album The Freewheelin' Bob Dylan and as the b-side of the Blowin' in the Wind single. The song was covered by several other artists, including Peter, Paul and Mary who released it as a single which reached the Top 10 of the Billboard Hot 100.


In the liner notes to the original release, Nat Hentoff calls the song "a statement that maybe you can say to make yourself feel better ... as if you were talking to yourself." It was written around the time that Suze Rotolo indefinitely prolonged her stay in Italy. The melody is based on the public domain traditional song "Who's Gonna Buy Your Chickens When I'm Gone",[2][3] which was taught to Dylan by folksinger Paul Clayton, who had used it in his song "Who's Gonna Buy You Ribbons When I'm Gone?"

As well as the melody, a couple of lines were taken from Clayton's "Who's Gonna Buy You Ribbons When I'm Gone?", which was recorded in 1960, two years before Dylan wrote "Don't Think Twice". Lines taken word-for-word or slightly altered from the Clayton song are, "T'ain't no use to sit and wonder why, darlin'," and, "So I'm walkin' down that long, lonesome road." On the first release of the song, instead of "So I'm walkin' down that long, lonesome road babe, where I'm bound, I can't tell" Dylan sings "So long, honey babe, where I'm bound, I can't tell". The lyrics were changed when Dylan performed live versions of the song and on cover versions recorded by other artists.


In addition to its original release, the song has appeared on several of Dylan's greatest hits compilations, including Bob Dylan's Greatest Hits Vol. II (1971), The Best of Bob Dylan (1997), and The Essential Bob Dylan (2000). Another version of the song, recorded as a demo for Dylan's music publisher M. Witmark & Sons in 1963, was included on two releases in Columbia's Bootleg Series: Vol. 7: No Direction Home: The Soundtrack (2005) and Vol. 9 – The Witmark Demos: 1962–1964 (2010). In addition, live versions have been released on Before the Flood (1974; recorded February 14, 1974), Bob Dylan at Budokan (1978; recorded February 28, 1978), The Bootleg Series Vol. 6: Bob Dylan Live 1964, Concert at Philharmonic Hall (2004; recorded October 31, 1964), Live at The Gaslight 1962 (2005; recorded October 15, 1962), and Live 1962-1966: Rare Performances From The Copyright Collections (2018; recorded April 12, 1963).

Cover versions[edit]

"Don't Think Twice, It's All Right"
Don't Think Twice, It's All Right cover.jpg
Single by Peter, Paul and Mary
from the album In the Wind
B-side"Autumn to May"
LabelWarner Bros.
Songwriter(s)Bob Dylan
Producer(s)Albert Grossman

In 1963, the popular folk trio Peter, Paul and Mary recorded the song. Dylan's manager Albert Grossman also managed Peter, Paul and Mary and started offering Dylan's songs to other artists to record.[4] "Don't Think Twice, It's Alright" was one of three Dylan songs Peter, Paul and Mary picked up that way for their third album In the Wind, "Blowin' in the Wind" and "Quit Your Lowdown Ways" being the others.[4] Released as a single, it reached number nine on the Billboard Hot 100 and number two on its Easy Listening charts.[5][6] It was this version that popularized the song.[7][8] Allmusic critic William Ruhlman described the Peter, Paul and Mary version as an "understated rendition" of the song.[2] Radio personality Bob Leszczak describes this version as being done "in typical fashion."[9]

Eric Clapton performed, to critical acclaim, a blues rendition of the song at the 1992 30th Anniversary Concert Celebration in Dylan's honor.[10]

The Four Seasons released a cover of the song as a single in 1965 (with the title "Don't Think Twice") under the pseudonym The Wonder Who? Their "joke" version reached number 12 on the Hot 100,[11] and eventually sold one million copies.

Lana Del Rey performed the song on her Norman Fucking Rockwell! tour in 2019, joined by The Walkmen singer Hamilton Leithauser in Nashville, Tennessee.[12]

See also[edit]


  1. ^ "Kesha Bares All In Stellar, Stripped Down Take On Bob Dylan's "Don't Think Twice It's Alright"". Retrieved August 7, 2019. ["Written in 1962, Bob Dylan’s country folk classic “Don’t Think Twice It’s Alright” gets to the heart of the human condition and more than half a century later, is still one that really hits home..."]
  2. ^ a b Ruhlmann, W. "Don't Think Twice, It's All Right". AllMusic. Retrieved 2012-08-23.
  3. ^ Bob Spitz, Dylan: A Biography, London: W. W. Norton & Co., 1991, p. 200.
  4. ^ a b Harris, Craig (2014). The Band: Pioneers of Americana Music. Rowman & Littlefield. pp. 14–15. ISBN 9780810889057.
  5. ^ "Peter, Paul & Mary: Hot 100". Billboard. Retrieved 2021-09-30.
  6. ^ "Peter, Paul & Mary: Adult Contemporary". Billboard. Retrieved 2021-09-30.
  7. ^ Lydon, Michael (2003). Flashbacks: Eyewitness Accounts of the Rock Revolution, 1964-1974. Routledge. p. 224. ISBN 9780415966443.
  8. ^ Fine, Marshall (October 20, 1980). "Reunion Pleases Peter, Paul, Mary". Iowa City Press Citizen. p. 3D. Retrieved 2021-10-01 – via
  9. ^ Leszczak, Bob (2014). Who Did It First?: Great Pop Cover Songs and Their Original Artists. Rowman & Littlefield. p. 60. ISBN 9781442230682.
  10. ^ "Release group "Bob Dylan: The 30th Anniversary Concert Celebration" by Various Artists - MusicBrainz". Retrieved 29 December 2017.
  11. ^ Whitburn, Joel (2004). The Billboard Book of Top 40 Hits: Eighth Edition. Record Research. p. 238.
  12. ^ Shaffer, Claire (2019-11-20). "Lana Del Rey, Hamilton Leithauser Cover Bob Dylan in Nashville". Rolling Stone. Retrieved 2021-03-22.