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A view on Blu-ray by Gary W. Tooze

Dont Look Back aka "Don't Look Back" [Blu-ray]


(D.A. Pennebaker, 1967)



Coming to Blu-ray in the UK by Criterion in August 2016:


Review by Gary Tooze



Theatrical: Leacock-Pennebaker

Video: Criterion Collection Spine #786



Region: 'A' (as verified by the Oppo Blu-ray player)

Runtime: 1:36:15.519 

Disc Size: 48,063,586,926 bytes

Feature Size: 22,021,883,904 bytes

Video Bitrate: 26.50 Mbps

Chapters: 22

Case: Transparent Blu-ray case

Release date: November 24th, 2015



Aspect ratio: 1.37:1

Resolution: 1080p / 23.976 fps

Video codec: MPEG-4 AVC Video



LPCM Audio English 1152 kbps 1.0 / 48 kHz / 1152 kbps / 24-bit

Dolby Digital Audio English 192 kbps 1.0 / 48 kHz / 192 kbps



English (SDH), none



• Audio commentary from 1999 featuring Pennebaker and tour manager Bob Neuwirth
65 Revisited, a 2006 documentary by Pennebaker (1:05:29)
Audio excerpt from a 2000 interview with Bob Dylan for the documentary No Direction Home, cut to previously unseen outtakes from Don't Look Back (3:55)
Daybreak Express (1953 - 5:24 / intro - 2:43), Baby (1954 - 6:00), and Lambert & Co. (1964 - 13:43), three short films by Pennebaker

It Starts With Music - New documentary about the evolution of Pennebaker’s filming style (29:05)
New conversation between Pennebaker and Neuwirth about their work together (33:58)
Snapshots from the Tour, a new piece featuring never-before-seen outtakes from Don't Look Back (26:03)
New interview with musician Patti Smith (13:58)
Conversation between music critic Greil Marcus and Pennebaker from 2010 (17:49)
Alternate version of the film’s “Subterranean Homesick Blues” cue card sequence (2:17)
Five audio recordings of Dylan songs not used in the film

To Ramona (4:29)
The Lonesome Death of Hattie Carroll (6:50)
Love Minus Zero / No Limit (5:22)
It Ain’t Me, Babe (4:04)
It’s All Over Now, Baby Blue (7:45)

Trailer (2:17)
Liner notes booklet featuring an essay by critic and poet Robert Polito






Description: Bob Dylan is captured on-screen as he never would be again in this groundbreaking film from D. A. Pennebaker. The legendary documentarian finds Dylan in England during his 1965 tour, which would be his last as an acoustic artist. In this wildly entertaining vision of one of the twentieth century’s greatest artists, Dylan is surrounded by teen fans, gets into heated philosophical jousts with journalists, and kicks back with fellow musicians Joan Baez, Donovan, and Alan Price. Featuring some of Dylan’s most famous songs, including “Subterranean Homesick Blues,” “The Times They Are A-Changin’,” and “It’s All Over Now, Baby Blue,” Dont Look Back is a radically conceived portrait of an American icon that has influenced decades of vérité́ behind-the-scenes documentaries.



The Film:

I ain't lookin' to compete with you,

Beat or cheat or mistreat you,

Simplify you, classify you,

Deny, defy or crucify you...

Over the course of his seven-city, eight-show tour of the UK in April-May of 1965, Bob Dylan blazed an incandescent comet-trail stretching from Sheffield up to Newcastle and back down to the Royal Albert Hall, all the while simplifying, classifying, denying, defying and crucifying anyone who dared cross his path.

Tailing Dylan through hotel room jam sessions, limo rides, stage performances, meetings and confrontations with journalists, fans, and the High Sheriff’s Lady, was the fly on the wall, the all-seeing eye, the omnipresent lens of documentary filmmaker, D.A. Pennebaker. From this footage – over 20 hours shot on a hand-rigged camera – Pennebaker created Dont Look Back, one of the undisputed classics of cinéma vérité.

Raw, angry and immediate, it is the portrait of a young and conflicted artist in a state of uncertain flux, preparing to move far beyond the role the pop-folk universe would have him play, seeming as perplexed by the fawning fans and obsequious, celebrity-obsessed reporters as he is convinced of his own brilliance, regarding it all suspiciously, rarely allowing the mask to fall, and constantly trying to keep everyone slightly more off-balance than he.

He was very assured of who he was, but he was actually kind of inventing himself as he went along. He was like a person who had just stepped out of a Kerouac book, and there he was, in front of your eyes, and you were reading about him at the same time you were watching him. –D.A. Pennebaker1

Onstage, he is the pinnacle of hipster cool – brash, ferocious and without equal. Offstage, he is arrogant, petulant and completely insufferable. It is this, the unflinching gaze into the darker corners of Dylan’s persona that, in part, explains the film’s appeal. There are no concessions to mainstream palatability in this portrait, no smoothing over of the rough edges, no attempt to balance the spiteful outbursts against redeeming and sentimental peeks into the heart of the misunderstood artiste. Had Dont Look Back been a standard Hollywood bio-pic instead of a direct cinema documentary (say with direction by Milos Forman from a script by Scott Alexander and Larry Karaszewski), it might have become the beat version of Amadeus, with the British press cast as the uncomprehending court denizens and Donovan playing Salieri to Dylan’s Mozart. Fortunately, a true document survives.

When Pennebaker shot Dont Look Back in 1965, Dylan was already an international celebrity, the undisputed king of folk and protest music, and the undisputed heir to Woody Guthrie. At 23 years of age, he had entered a realm of celebrity reserved only for the select few, heights so lofty that only a cliché could capture them: “The voice of the counterculture.” “The voice of a generation.” “The most important artist of our time.”

And in the space of a year, he would be all but reborn. Still the growling, spitting prophet, but now snarling his sermons over the gloriously blaring, rhythm-driven cacophony of The Hawks’ blues-based rock-n-roll – alienating many and shocking most. It was a turning point of monumental proportions, and not just for Dylan.

Many of those he held in rapt awe at the 1965 shows would greet him in 1966 with hoots, jeers, and cries of “Judas!”, as he and the Band (the Hawks) blasted incendiary rock-n-roll straight into their teeth. The folkies couldn’t stand the noise. The Reds spoke suspiciously of a capitalist plot to co-opt Dylan and the folk movement. At Manchester, just before launching into Like a Rolling Stone, in the midst of whistles and slow-clapping, Dylan the Heretic would turn to the Band and sneer “Play it fucking loud...

But that was next year.2

The change, however, was well underway. As Dylan arrived in England in 1965, his newly-released acoustic/electric album, Bringing it All Back Home, was receiving substantial airplay on London’s infamous pirate radio stations. Don’t Look Back pays homage to this early flirtation, opening with the now famous Subterranean Homesick Blues cue-card sequence, its rock-n-roll backbeat and Burroughs-like lyrics a clear harbinger of things to come. Although his live performances were all-acoustic in 1965 – just Dylan, his harp, his guitar and a spotlight – the electric revolution of 1966 seems to reveal itself unexpectedly and often in the cracks and crevasses of Dont Look Back.

Throughout the film, Dylan and the press carry on an uneasy pas-de-deux, he striking an anti-celebrity posture, arrogant and disdainful, while in turn courting, provoking and upbraiding those who throng about him. There is no chummy camaraderie between entertainer and entertainment press like that which would grow out of Rolling Stone magazine and MTV. There are no celebrity handlers, no spinners, no image-makers, no tacit recognition of the symbiotic relationship. Dylan answers all questions with either a retort or another

question, deconstructing, psychoanalyzing, abusing all comers, but occasionally seeming just on the verge of a sly grin or a wink of the eye. And when Dylan mocks himself and the significance of his songs, it is evident that he is really mocking those thrusting microphones in his face, searching for ever-elusive meaning.

These bouts with the press seem little more than a diversion to Dylan, a way to wile away the time between shows or a means by which to work out his pre-performance jitters and frustrations. He often seems distracted and distant, the spiteful patter fumbling along on auto-pilot. Occasionally, one sees him sense he’s gone too far. Pulling back, he warms his victim with eyes that hint toward a boyish smile, daring him to come for more… and then running roughshod over the first utterance.

Pennebaker’s hand-held camera is neither reverential nor antagonistic. Every now and then a particular framing wreaks faintly of composition, but there never appears to be any effort to sanitize the more sordid moments or glamorize the subject. The camera is unflinching, capturing the bad and the worse, the uneasy and the indefensible. There are no cutaways to talking heads rattling on about the meaning of it all. There are no shots of Dylan peering earnestly into the lens extolling the virtues of world peace.

Pennebaker, himself, is caught within the frame on several occasions, goofing around with Dylan, recoiling in horror, huffing mightily on a cigarette. He is not the invisible fly-on-the-wall, the hidden voyeur, and this is not candid camera. He has introduced himself into the environment and is interacting with his subjects. His presence is simply part of the equation.

No overarching theme or thesis is imposed on the action. The film is unnarrated and famous figures go unidentified. If you don’t recognize Marianne Faithfull or Allen Ginsberg or Alan Price, or even Joan Baez, you might not note their ephemeral presence (or odd disappearance.)

If there is a single narrative thread running the length of the film, it might be Donovan. Then an up-and-coming Scottish folksinger, he becomes something of Dylan’s foil and doppelganger. When his name is first mentioned, Dylan quips “Donovan who?”. As the film progresses, Donovan allusions pop up again and again, becoming something of a running joke. And when the two finally meet, it is during the film’s most tense and unsettling "scene".

A large group, including Donovan, had returned with the Dylan entourage to the Savoy Hotel. Drunken revelries commence. As we learn from the commentary, a glass is tossed from a window, shattering on a limousine parked below. The hotel is searching for the culprit and Dylan is on the prowl, none too happy about ‘being responsible for cats I don’t even know’. We see Donovan on the couch, abashed and feminine in a puppy-dog sort of way, very obviously distressed. When Dylan mutters to no one in particular, “I’ll clean it up”, Donovan all but leaps to his feet, yelping “I’ll help you!”.

But Dylan ain’t cleaning up jack-shit. Dylan is pissed. And the situation escalates further. Soused banjo-picker, Derroll Adams, intoning mellowly and calling for more drinks, gets between Dylan and an unidentified, self-proclaimed “small noise” who are standing nose to nose and seemingly about to come to blows.

Somehow, the situation is neutralized. Tempers recede. Dylan dismisses hotel security with a shrug and an apology. But the air has been sucked out of the room and a heavy unease hangs all about.

It is in this charged environment that Donovan is eventually asked for a song. He obliges with To Sing For You. It’s a catchy little diddy, but a light and fluffy one, sugar-coated, insubstantial, rather faux and obvious in its sentiments. (“…I’ll sing a song for you / that’s what I’m here to do / to sing for you…”) Dylan chuckles midway through and remarks, “Great song, man”, and you just don’t believe him for a second. When Donovan finishes, Dylan snatches his guitar and sings a deliberately strident, sneering, almost ugly version of It’s All Over Now, Baby Blue. Written as a piercing lament, a weary acknowledgment of the impermanence of all things, it usually reads a tad more bittersweet. Here, it sounds rather more like a rebuke. Somehow, it seems directed at the banality and sentimentality of the whole fey folkie world, at Donovan himself, who nods along, smiles, and occasionally seems to wince. And when Dylan sings “It’s all over now...” he seems to look right at Donovan, slouched in his chair across the room, utterly deflated.

The carpet, too, is moving under you,

And it's all over now, Baby Blue...

Written by Richard Malloy (Al Brown) for DVDBeaver


Image :    NOTE: The below Blu-ray captures were taken directly from the Blu-ray disc.

Don't Look Back on Blu-ray from Criterion is advertised as from a "new, restored 4K digital transfer, approved by director D. A. Pennebaker".  It was shot in 16mm and looks beautifully rich with grain on this is dual-layered disc. Contrast is wonderful and I can't image the film looking any better for your digital consumption. There is no depth or noise and this representation seems to adhere to the authenticity of the original production roots. You can't ask for more.
















Audio :

The audio is uncompressed via a 1.0 channel mono linear PCM and descried as "newly restored monaural sound from the original quarter-inch magnetic masters, presented uncompressed on the Blu-ray." It sounds very good, better than you might imagine - clear, tight, a pinch of depth and, obviously, flat. It is the best I have heard Dylan's music. There are optional English subtitles and my Oppo has identified it as being a region 'A' disc.


Extras :

In 2000 a company called Docudrama did a DVD release, HERE, of Don't Look Back. Criterion include some of the supplements found on that disc as well as many new ones. From Richard Malloy's review of that, older, DVD for DVDBeaver;


"Boasting a surfeit of riches, Docurama’s DVD easily surpasses the minimum requisite features of the very special edition, making it an essential document for any Dylanologist. So you wanna know the story behind the glass fracas? You’ll get it here. What’s the deal with Alan Price? Here ya go. Just where the hell did Joan Baez disappear to? Well, you’ll need to read between the lines...

Most revealing is the commentary track featuring director, D.A. Pennebaker, and Dylan’s tour manager, Bob Neuwirth. It is a wonderfully engaging track, opening the curtain a bit wider still, and providing a behind-the-scenes peek at this behind-the-scenes portrait. It is one of those rare commentaries that proves nearly as interesting as the original soundtrack, the personal recollections of the participants providing a fascinating counterpoint to the more-or-less objective gaze of the camera.

Here, Pennebaker also addresses one of the primary criticisms of his film: that he failed to include complete versions of any Dylan performance. He explains that his objective was not to make a concert film, but rather to provide an intimate peek into the life of a major artist and celebrity. He felt that he simply could not allow the music to overwhelm this objective and one cannot help but agree, even as one laments their absence.

“I assumed, by mistake, that the songs Dylan sang onstage would be available on records. I did not want to make a concert film. I wanted to watch Dylan creating himself and to only show him performing when that seemed to carry the story along. What I wanted to do was just be present as Dylan enacted his life.” –D.A. Pennebaker

But lament their absence no longer, for included on this disc are five complete, previously unreleased performances from the ’65 UK tour (audio only, alas, as the film no longer exists):

To Ramona (4:29)
The Lonesome Death of Hattie Carroll (6:50)
Love Minus Zero / No Limit (5:22)
It Ain’t Me, Babe (4:04)
It’s All Over Now, Baby Blue (7:45)

We also get a charming, never-before-seen alternate take of the Subterranean Homesick Blues cue-card sequence shot in what appears to be a London park rather than the famous dingy alleyway. Pennebaker and Ginsberg loiter in the background, smoking, conversing and altering their wardrobes as Dylan labors minimally to keep synced-up, growing visibly weary of the whole enterprise.

And not to be forgotten is the obligatory trailer, consisting of yet one more go at the Subterranean cue-card sequence overlaid with the subversive sounding “Surfacing here soon…
” (Thanks Rich! wherever you are!)


Not to be outdone - Criterion add plenty more. 65 Revisited is the 1-hour+ 2006 documentary directed by Pennebaker created from Don't Look back outtakes, edited by Walter Lamond, offering more footage from Bob Dylan's 1965 tour of England. We get a 2000 audio excerpt from an interview with Bob Dylan for the documentary No Direction Home, cut to previously unseen outtakes from Don't Look Back. It runs just shy of 4-minutes. There are three short films by Pennebaker; Daybreak Express (1953 - 5:24 / intro - 2:43), Baby (1954 - 6:00), and Lambert & Co. (1964 - 13:43). The first includes a short intro and was shot in 1953, though not completed until 1957, Daybreak Express was the first film D. A. Pennebaker made, a mad rush of images of New York City captures from a train and edited to the rhythm of Duke Ellington's some of the same name. The second, Baby, with his daughter at the Zoo - Pennebaker credits with giving him focus, and the latter, Lambert & Co., is a film of American Jazz vocalist Dave Lambert auditioning a new group of singers at RCA in 1964. Tragically Lambert was killed in an auto accident about two years after the session. It Starts With Music is a new 1/2 hour documentary about the evolution of Pennebaker’s filming style. It was made by Criterion and has director D.A Pennebaker and collaborators Jim Desmond, Nick Doob, and Chris Hedges looking back at Pennebaker's first cinematic steps, and how his choice of subjects and filmmaking style grew out of his interest in music and performance. There is a 1/2 hour conversation between Pennebaker and Neuwirth about their work together. Pennebaker first met Bob Neuwirth, Bob Dylan's 1965 tour manager, at New York City's Cedar Tavern before the tour began. After Don't Look back, in which he is often seen, Neuwirth became a ficture at Leacock-Pennebaker, Inc. and he worked on various projects with Pennebaker around that time, including recording sound when the director was asked to shoot Dylan's '66 tour determining which performances to record as part of the Monterey Pop team in '67. In this conversation the two reflect on those heady years. Snapshots from the Tour, is another new piece featuring never-before-seen outtakes from Don't Look Back. It runs 26-minutes and offers further glimpses into Dylan's '65 tour. Criterion add a new, 14-minute, interview with Patti Smith filmed in August 2015 where the musician discusses the role Bob Dylan played in her life, as well as tour manager Bob Neuwirth, who served as a mentor early in her career. There is a 2010 conversation between music journalist and cultural critic Greil Marcus and Pennebaker running almost 18-minutes. Lastly, we get a trailer and the package contains some liner notes in a booklet featuring an essay by critic and poet Robert Polito.




Wow - what an unbelievable package - it took me three nights to get through it with all of the extensive supplements. Dont Look Back is one of the best documentaries I have ever seen - it's historical significance, in the realm of music, is massive. Totally fascinating - and I was not even a Dylan fan when I started watching it. Criterion have created the definitive package of this seminal film with their Blu-ray release. I recommend it as a 'must own'. It will probably be on my year-end top 10 list. 

Gary Tooze

October 19th, 2015


Coming to Blu-ray in the UK by Criterion in August 2016:


About the Reviewer: Hello, fellow Beavers! I have been interested in film since I viewed a Chaplin festival on PBS when I was around 9 years old. I credit DVD with expanding my horizons to fill an almost ravenous desire to seek out new film experiences. I currently own approximately 9500 DVDs and have reviewed over 5000 myself. I appreciate my discussion Listserv for furthering my film education and inspiring me to continue running DVDBeaver. Plus a healthy thanks to those who donate and use our Amazon links.

Although I never wanted to become one of those guys who focused 'too much' on image and sound quality - I find HD is swiftly pushing me in that direction.

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Gary W. Tooze







1Interview with D.A. Pennebaker by Nathan Rabin

2Pennebaker also accompanied Dylan on the 1966 tour, shooting footage for the unreleased Eat the Document.  Pennebaker discusses this in an interview with Chris Buck :

chris:  So why isn't there a proper release of Eat The Document [also known as You Know Something is Happening]           anywhere?

d.a.:   Oh, it was never my film, it was his (Dylan’s) film. He asked me to help him make a film, he said, now I've

                helped you make your film, you help me make mine. You be the cameraman and I'll be the director.

chris: Wouldn't you be interested in releasing something of it?

d.a.:   For me, it's very simple, it was always his movie, I helped him when I could.  In the end he aired it once because a  

          person that worked with him that I knew, Howard Alt, they edited a version that was peculiar.

chris: People tend to think about it as your film.

d.a.:   It's my film in some ways because I shot it. That doesn't make a film your film, the person controls how it looks           finally, the editing of it, the way it's released, all have a lot to do with how a film exists and who it belongs to.           There's some fantastic things in that film. In a way I'm sad a little bit because stuff that I think is fantastic will never   be seen. But I always have the feeling that ultimately it will. Sooner or later everybody finds out everything.

If an until Eat the Document is released, the best way to experience the 1966 tour is the Columbia CD release of LIVE 1966: The Bootleg Series Vol. 4, a complete live recording of the Manchester show (which, for decades, was mislabeled as ‘the Royal Albert Hall show’ on the various circulating bootlegs).


Other recommended resources:

·          What Has Become of Cinéma Vérité Since Don’t Look Back, by William Rothman, PhD

·          Pennebaker Biography/Filmography at IMDb,+D.A.



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