Don't Think Twice, It's All Right, Bob Dylan

"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 a single.

 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"[1][2] and 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.

 It has been argued that the guitar on the original version of the song, which features a fast fingerstyle, was played by Bruce Langhorne.[3] In live performances, Dylan often strummed the chords, or flatpicked, but in a similar, fast-paced manner. Moreover, the 1963 "Witmark demos" version of the song has Bob Dylan finger-picking, in a very similar manner to the original 1962 recording. Furthermore, a recording of an April 1963 concert in New York City[4] contains a live version of "Don't Think Twice", finger-picked in a manner similar to that heard on the original recording.

The song was used on the television series Mad Men, Friday Night Lights, and Men of a Certain Age.[5][6] It was also used in Nancy Savoca's 1991 film Dogfight, starring River Phoenix and Lili Taylor; the 2011 film The Help; the October 30, 2016 episode of the TV series The Walking Dead and the January 22, 2019 episode of the series This Is Us (season 3) (episode 11, Songbird Road Part 1).