| 1 | All I Really Want to Do | 4:04 |
| 2 | Black Crow Blues | 3:14 |
| 3 | Spanish Harlem Incident | 2:24 |
| 4 | Chimes of Freedom | 7:10 |
| 5 | I Shall Be Free No. 10 | 4:47 |
| 6 | To Ramona | 3:52 |
In a single three-hour session on the night of June 9, 1964 — fueled, by one account, by a couple of bottles of Beaujolais — Bob Dylan recorded fourteen new songs, eleven of which became Another Side of Bob Dylan.1 The haste was the point. Where The Times They Are a-Changin’ had labored for months over public injustices, this one was cut fast and loose in one night, turning the songs inward toward love, doubt, language, and play.2 Six months separate the two records, and they sound like they come from different men. The topical assignment is gone, and what fills the space is a writer whose subject, this time, is mostly himself.
Musical and production context
The whole album was cut between roughly seven and ten o’clock that evening, with Tom Wilson producing and a small crowd of friends in the room. The critic Nat Hentoff was there and turned the night into a long New Yorker piece — Dylan working through a jug of wine, joking between takes, the songs going down in a take or two — that became one of the most-quoted accounts of how he made a record.3 To Hentoff he put the change plainly: he was through with what he called “finger-pointing songs,” the topical ballads that had made his name, and wanted from now on to write only from the inside out.3 The looseness is audible. Ramblin’ Jack Elliott wandered in and tried a harmony that was scrapped; Dylan plays piano for the first time on a record, on the rolling twelve-bar “Black Crow Blues”; several tracks carry the half-finished charge of a writer trying lines out loud. In place of the protest ballads sit comic talking blues, love songs by turns tender and barbed, and a looser, image-driven writing that had not been there before. Dylan defended the result to the columnist Ralph J. Gleason as “insanely honest,” songs written, he said, out of personal necessity and nothing else.4
The turn inward
The inward swerve had a life behind it. Dylan had split with Suze Rotolo, the girlfriend on his arm on the cover of Freewheelin’, and had begun the on-and-off involvement with Joan Baez that would shadow the next two years; the heartbreak and self-reckoning in these love songs are not invented.5 He was also reading his way out of the folk revival — Rimbaud, the French symbolists, the Beat poets — and rethinking what a song could be asked to hold.6 The record catches him mid-transformation, half folksinger and half something with no name yet, working it out loud on tape.
The songs
The turn is clearest in the songs that argue with his own recent self. “My Back Pages” is the renunciation made explicit, a verse-by-verse recantation of the certainties of the protest years, each stanza closing on the refrain “I was so much older then, I’m younger than that now,” a paradox that stands the usual relation of age and wisdom on its head.7 Each verse puts a piece of the old Dylan on trial, the moralizing and the us-against-them certainty, and throws it out; in the sharpest line he confesses he had “become my enemy in the instant that I preach.” “It Ain’t Me Babe” works the same refusal in miniature, turning a lover’s brush-off into a public one as the answer-man declines the savior role his audience kept pressing on him: it ain’t me you’re looking for. It is an anti-love song, a no where pop convention promised devotion, and it traveled fast — Johnny Cash cut it as a country hit and the Turtles carried it into the pop Top Ten the next year.8
Even the tenderness cuts both ways. “To Ramona” is a gentle talking-to, half comfort and half goodbye, and “Ballad in Plain D”, eight minutes on the collapse of the Rotolo romance and a bitter scene with her sister, is so raw that Dylan later called it vengeful and self-indulgent and wished he had left it unwritten.9 Around the recantations sits a funnier, stranger album than the title’s gravity suggests. “Motorpsycho Nitemare” is a tall-tale talking blues spun out of Hitchcock’s Psycho, a traveling-salesman joke that lands punches on Cold War paranoia and counterculture alike, and “I Shall Be Free No. 10” is pure surreal stand-up.10 “All I Really Want to Do” opens the record on a yodeling, generous come-on that disclaims any wish to change or compete with its listener; “Spanish Harlem Incident” packs a whole romance into two minutes of strange, electric word-pairings.11
Only one song still faces outward, and it is the album’s pivot. “Chimes of Freedom” is all image — lightning heard as tolling bells, ringing for refugees, the unjustly jailed, “every hung-up person in the whole wide universe” — the social conscience of the protest years dissolved into symbolist poetry.12 The Byrds heard the future in it: within a year they had wired “Chimes,” “All I Really Want to Do,” and two more of these songs into the opening records of folk rock, racing a rival cover of “All I Really Want to Do” by Cher up the same 1965 charts.13
What it inherits and what it introduces
Underneath the new subjects, the form is the one Dylan carried from the coffeehouses: one voice, one guitar, the first-person folk song.14 What is new all points forward. The lines spill past the meter, and the imagery turns free-associative and dreamlike, doing work the topical song had never asked of it — the habits that would define the next two years of his writing. It is the last album Dylan made alone, the final all-acoustic record before Bringing It All Back Home arrived the following spring with a band and an electric guitar and changed everything again.
Reception
At the time, the folk movement called the inward turn a defection, and the timing sharpened the charge: the record landed in August 1964, in the thick of Freedom Summer and weeks after the Civil Rights Act, at the very peak of the movement Dylan was stepping away from. In a November open letter in Sing Out!, the magazine’s editor Irwin Silber chided Dylan that his new songs were “all inner-directed now” and that he had “somehow lost touch with people,” seduced by “the paraphernalia of fame.”15 The accusation — that going personal was a kind of betrayal — was the opening shot of an argument that would break wide open at Newport the next summer, when Dylan plugged in and the faithful felt their fears confirmed. Commercially the record did modestly, reaching number forty-three in America and number eight in Britain; critically it now ranks among his essential transitional records, the bridge scholars use to mark where Dylan’s writing changed direction.16
Influence and legacy
Another Side’s influence circled back through the Byrds: their electric versions of these songs helped invent folk rock, and that new jangle fed into Dylan’s own writing within months.17 “My Back Pages” left a mark of its own — its refrain, a twenty-three-year-old calling his former certainties naive, passed into the language as shorthand for thinking better of one’s younger self, and the song drew a long line of covers across the decades. “Chimes of Freedom” found a second life too: Bruce Springsteen reopened the 1988 Amnesty International world tour with it, its roll call of the downtrodden carrying into fights Dylan had never named.18 The folk world received the album as a retreat; it was the first clear look at the writer Dylan actually was.
See also
- The Times They Are a-Changin’ (1964) — the companion record six months earlier: where that album is the protest peak and signs off in “Restless Farewell”, this is the morning after, the turn fully taken
- Folk rock — the genre Another Side seeded at home: within a year the Byrds had turned four of its songs into the electric, chiming records that launched the form
- Authenticity and its discontents — Silber’s “betrayal” letter and “My Back Pages” are a founding case of authenticity redefined as the freedom to change, against an audience that wanted Dylan fixed in place
Footnotes
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Rediscover Bob Dylan’s “Another Side of Bob Dylan” (1964), Albumism (accessed June 29, 2026); “Another Side of Bob Dylan”, Wikipedia (accessed June 29, 2026). Dylan recorded fourteen original songs in a single three-hour session (roughly 7–10 pm) on June 9, 1964, at Columbia’s Studio A with producer Tom Wilson; eleven were chosen for the album, and biographer Clinton Heylin reports he worked through “a couple of bottles of Beaujolais.” ↩
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“Another Side of Bob Dylan”, The Official Bob Dylan Site (accessed June 29, 2026). The album deliberately departs from the socially conscious material of The Times They Are a-Changin’ (1964), turning toward personal and introspective songwriting. ↩
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“Another Side of Bob Dylan”, Wikipedia (accessed June 29, 2026). The critic Nat Hentoff observed the session and wrote a detailed account for The New Yorker (published October 1964); around this period Dylan told Hentoff he no longer wanted to write “finger-pointing songs” and intended to write from a more personal place. ↩ ↩2
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“Another Side of Bob Dylan”, AllMusic (accessed June 29, 2026); “Another Side of Bob Dylan”, Wikipedia (accessed June 29, 2026). The album was cut quickly in one session under Tom Wilson, with Ramblin’ Jack Elliott attempting a harmony vocal on a rejected take and Dylan playing piano on “Black Crow Blues”; Dylan defended the songs to columnist Ralph J. Gleason as “insanely honest” and written out of personal necessity. ↩
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“Another Side of Bob Dylan”, Wikipedia (accessed June 29, 2026); “Suze Rotolo”, Wikipedia (accessed June 29, 2026). The album was written during the breakup of Dylan’s relationship with Suze Rotolo (pictured on the Freewheelin’ cover) and overlapping with his relationship with Joan Baez; several songs, “Ballad in Plain D” most directly, draw on that personal upheaval. ↩
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How the 1964 Album “Another Side of Bob Dylan” Marked the Poet Turning Inward, American Songwriter (accessed June 29, 2026). Dylan’s writing in this period absorbed Rimbaud, the French symbolists, and the Beat poets, moving away from topical folk toward dense, image-driven verse. ↩
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How the 1964 Album “Another Side of Bob Dylan” Marked the Poet Turning Inward, American Songwriter (accessed June 29, 2026). “My Back Pages” is widely read as Dylan repudiating the dogmatic certainties of his protest period, its refrain “I was so much older then, I’m younger than that now” reversing the usual relationship between age and wisdom; the song also contains the line “I’d become my enemy in the instant that I preach.” ↩
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“It Ain’t Me Babe”, Wikipedia (accessed June 29, 2026). Often read as an “anti-love song” inverting pop’s romantic conventions, “It Ain’t Me Babe” was a country hit for Johnny Cash (with June Carter, 1964) and a US pop Top 10 single for the Turtles (1965). ↩
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“Ballad in Plain D”, Wikipedia (accessed June 29, 2026). The eight-minute song recounts the breakup of Dylan’s relationship with Suze Rotolo and a confrontation with her sister; Dylan later said he regretted writing it, calling it a vengeful, self-indulgent song. ↩
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“Motorpsycho Nitemare”, Wikipedia (accessed June 29, 2026). The comic talking blues borrows from Alfred Hitchcock’s Psycho and satirizes both Cold War anti-communist paranoia and 1960s counterculture; “I Shall Be Free No. 10” is a surrealist talking blues in the same comic vein. ↩
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“All I Really Want to Do”, Wikipedia (accessed June 29, 2026). “All I Really Want to Do” is a generous, yodel-inflected come-on disclaiming any wish to change or compete with its addressee; “Spanish Harlem Incident” is a brief, image-dense romance built on unusual word pairings. ↩
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“Chimes of Freedom” (song), Wikipedia (accessed June 29, 2026). The song reimagines a lightning storm as tolling bells ringing in sympathy for the marginalized — refugees, prisoners, “every hung-up person in the whole wide universe” — translating Dylan’s social concern into surreal, symbolist imagery. ↩
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“Mr. Tambourine Man” (The Byrds album), Wikipedia (accessed June 29, 2026); “All I Really Want to Do”, Wikipedia (accessed June 29, 2026). The Byrds recorded four songs from the album — “Chimes of Freedom”, “My Back Pages”, “Spanish Harlem Incident”, and “All I Really Want to Do” — their electrified versions among the founding records of folk rock; their single of “All I Really Want to Do” competed with a rival 1965 cover by Cher, which charted higher. ↩
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Rediscover Bob Dylan’s “Another Side of Bob Dylan”, Albumism (accessed June 29, 2026). The album abandons topical songwriting for love, introspection, and free-associative wordplay, returning to subjects the protest material had displaced and foreshadowing Dylan’s 1965 electric work. ↩
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“Another Side of Bob Dylan”, Wikipedia (accessed June 29, 2026). In a November 1964 open letter in Sing Out!, editor Irwin Silber wrote that Dylan’s new songs seemed “all inner-directed now” and that he had “somehow lost touch with people,” distracted by “the paraphernalia of fame.” ↩
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“Another Side of Bob Dylan”, AllMusic (accessed June 29, 2026). The album peaked at No. 43 on the US Billboard chart and reached No. 8 in the UK, and is generally regarded as the transitional record between Dylan’s protest period and his mid-1960s electric work. ↩
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“Mr. Tambourine Man” (The Byrds album), Wikipedia (accessed June 29, 2026). The Byrds’ 1965 recordings of songs from Another Side, alongside their version of “Mr. Tambourine Man,” helped define folk rock; the jangling sound fed back into Dylan’s own move to electric instrumentation in 1965. ↩
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“Chimes of Freedom” (song), Wikipedia (accessed June 29, 2026). Bruce Springsteen recorded “Chimes of Freedom” and used it to open the 1988 Amnesty International “Human Rights Now!” world tour, releasing the performance as a live EP. ↩
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