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Personnel includes: Bob Dylan (vocals, guitar); Byron T. Bach, Brenton Banks, George Binkley, Norman Blake, David Bromberg, Albert W. Butler, Kenneth Buttrey, Fred Carter, Jr., Marvin D. Chantry, Ron Cornelius, Charlie Daniels, Rick Danko, Dottie Dillard, Peter Drake, Delored Edgin, Jolie J. Fott, Bubba Fowler, Dennis A. Good, Emanuel Green, Hilda Harris, Levon Helm, Frederick Hill, Karl T. Himmel, Garth Hudson, Lillian Hunt, Martin Katahn, Doug Kershaw, Millie Kirkham, Al Kooper, Sheldon Kurland, Charlie McCoy, Martha McCrory, Barry McDonald, Richard Manuel, Oliver Mitchell, Carol Montgomery, Bob Moore, Gene A. Mullins, Gary Van Osdale, June Page, Rex Peer, Bill Pursell, Robbie Robertson, Alvin Rogers, Frank C. Smith, Maeretha Stewart, Anthony Terron, Bob Wilson, Stu Woods.

Engineers: Neil Wilburn, Don Puluse, Glynn Johns.

Originally released as a 2-LP set.

This willfully eccentric album is among the most misunderstood in Dylan's catalog. It's surely the oddest recorded moment in a career far from devoid of left turns. Dylan himself doesn't even appear on the opening tune, wherein a female chorus repeats a spiritual-sounding refrain over strings and organ. Some of the tunes pick up where NASHVILLE SKYLINE left off, with Dylan crooning over country-ish backup. Elsewhere, he tackles an unusual group of cover tunes, including Gordon Lightfoot's "Early Morning Rain," Simon & Garfunkel's "The Boxer" and the Everly Brothers' classic "Take A Message To Mary."

He takes a relaxed, homespun approach on the traditional murder ballad "Little Sadie." He offers us a glimpse of Bob the bluesman on "Woogie Boogie" and the Elmore James chestnut "It Hurts Me Too." He even covers himself, with a new version of "Like A Rolling Stone." The eclectic outside material and the lack of any anthems for the Woodstock generation to hang their preconceptions on led many to dismiss this album as perversely slight. If you buy into that party line, you'll never know what you're missing.

Rolling Stone (9/3/70, p.40) - "...another musical explosion for Dylan, a breaking out from the constraints of his past work....Dylan has adapted a new sound, and with it has explored relationships and emotions that are no longer elemental, but which approach the complexity of life.."