Bob Dylan wrote “Don’t Think Twice, It’s All Right” in 1962, around the time his girlfriend Suze Rotolo, who had gone to Italy to study, decided to stay on there indefinitely. He recorded it for Columbia on 14 November 1962. It came out on his second album, The Freewheelin’ Bob Dylan, on 27 May 1963, and that August it was the B-side of his single “Blowin’ in the Wind.”
The tune and a few lines are borrowed. The opening of the melody comes from the traditional “Who’s Gonna Buy Your Chickens When I’m Gone,” which the folksinger Paul Clayton taught Dylan and had already reworked as “Who’s Gonna Buy You Ribbons When I’m Gone?” Clayton recorded that song in 1960. Lines such as “it ain’t no use to sit and wonder why” and the “long, lonesome road” come from it.
The singer is leaving at daybreak: when the rooster crows, “look out your window and I’ll be gone.” He tells her there is no use wondering why, turning on her light or calling his name, because “you’re the reason I’m travelin’ on.” The parting turns sour as it goes. She could have done better, she “just kinda wasted my precious time,” and in the last verse “I gave her my heart but she wanted my soul.” In the album’s sleeve notes Dylan said it was not a love song but a statement to make yourself feel better, “as if you were talking to yourself.”
Dylan’s manager, Albert Grossman, also managed Peter, Paul and Mary, and they recorded the song in 1963 for their album In the Wind. Released as a single, their version reached No. 9 on the Billboard Hot 100. In 1965 the Four Seasons, recording as the Wonder Who?, took it to No. 12.
Lester Flatt and Earl Scruggs recorded it at Columbia’s Nashville studio on 21 September 1967, with Flatt singing lead and Earl Scruggs on banjo. Randy Scruggs played guitar, Josh Graves dobro, Jake Tullock bass and Charlie McCoy harmonica, and Tullock, Gary Scruggs and Paul Warren sang the harmony parts. It was the third track on Changin’ Times, released in 1968, an album that also included “Mr. Tambourine Man,” “Blowin’ in the Wind” and “It Ain’t Me Babe.” Flatt disliked the move toward Dylan and other contemporary material that Scruggs favoured, and the partnership ended in 1969. The Stonemans put the song on their 1968 MGM album The Great Stonemans. Tony, Larry, Wyatt and Ron Rice included it on The Rice Brothers (Rounder, 1989), and the Infamous Stringdusters recorded it for Undercover in 2015.
