Empire Burlesque - Outtakes

Outtakes

As with many of Dylan's albums, outtakes and rough mixes from Empire Burlesque were eventually bootlegged. This is a list of known outtakes, though more than a few are not in circulation.

• "As Time Passes By"
• "Driftin' Too Far From Shore" (circulating). This song was later released on Knocked Out Loaded, after several major overdubs were included. The much more stripped down take from the EB sessions is circulating.
• "Firebird"
• "Freedom for the Stallion" (two takes circulating)
• "Go Away Little Boy" (circulating)
• "Gravity Song"
• "The Girl I Left Behind" (traditional)
• "Help Me Make It Through The Night" (Kris Kristofferson)
• "Honey Wait (?)" (circulating)
• "I See Fire in Your Eyes"
• "In the Summertime" (circulating)
• "Instrumental 1"
• "Instrumental 2"
• "Instrumental 3"
• "Instrumental 4"
• "Instrumental 5"
• "Instrumental 6"
• "Jam 1"
• "Jam 2"
• "Jam 3"
• "Jam 4"
• "Look Yonder"
• "Mountain of Love" (Harold Kenneth Dorman)
• "New Danville Girl" (circulating)
• "Queen of Rock and Roll"
• "Prince of Plunder"
• "Rising Sun" (Steven Hufsteter/Tito Larriva/Tony Marsico/Chalo Quintana)
• "Straight A's in Love" (circulating)
• "Too Hot to Drive By"
• "The Very Thought of You" (circulating)
• "Waiting to Get Beat" (circulating). "The Very Thought" and "Waiting To Get Beat", like "Denise" and "Black Crowe Blues" from Another Side of Bob Dylan use the same music but have different lyrics.
• "We Had It All" (Donny Frittis, Troy Seals)
• "When the Line Forms"
• "Who Loves You More" (circulating). Finished track
• "Wolf"

One of the most famous outtakes from the EB sessions is "New Danville Girl." A satirical epic co-written with playwright Sam Shepard, it was originally an attempt at answering Lou Reed's song, "Doin' the Things That We Want To." (Reed was inspired to write "Doin' the Things That We Want To" after seeing one of Shepard's plays.)

"It has to do with a guy standing on line and waiting to see an old Gregory Peck movie (called The Gunfighter) that he can't quite remember, only pieces of it," says Shepard. "Then this whole memory thing happens, unfolding before his very eyes. He starts speaking internally to a woman...reliving the whole journey they'd gone on...We spent two days writing the lyrics, Bob had previously composed the melody line, which was already down on tape."

As Clinton Heylin notes, "allowing each line to raise questions that lead the listener across the flatlands of Texas and time, Shepard contributes a conversational tone that hints at the very mundanity the song's characters are seeking to transcend."

Session guitarist Ira Ingber recalls, "When we first recorded ',' we...made a cassette. And he took it out and started playing it. He came back the next day we were working and said, 'Yeah, a lot of people like this thing.' And then he didn't do anything with it. It's like he was doing it to spite people who were all liking it, and he just held on to it."

"New Danville Girl" would actually be re-written and re-recorded as "Brownsville Girl" for Dylan's next album, Knocked Out Loaded.

Another outtake, "Driftin' Too Far From Shore," was still unfinished when it was recorded in July 1984 at Delta Studios. The same recording would later be issued on Knocked Out Loaded after several major overdubs.

In addition to recording "Go 'Way Little Boy" during the Empire sessions, Dylan also recorded several other songs that did not make the final cut. He covered the 1950s classic "Straight A's in Love." He recorded a song with two widely different lyrics. The first was entitled "Waiting to Get Beat". Using the same music, he wrote new lyrics, and recorded a second version entitled "The Very Thought of You." Dylan also recorded a six minute song entitled "Who Loves You More", which is a virtually finished take.

Three takes of "In the Summertime" are circulating, as are two full takes of "Freedom for the Stallion" and also a brief take.

All the cut songs from Empire are circulating, including alternate takes to every song that made the album.

Dylan had numerous recordings from his Malibu recordings preceding his European tour in 1984. Though they were very informal, they were also used to demo songs and work out ideas that would later develop on Empire Burlesque. One composition titled "Angel of Rain (Almost Done)" was composed at these sessions. There’s no documentation suggesting Dylan recorded this during the formal Empire Burlesque sessions, but it clearly held his interest during the rehearsals for the European tour. "Angel of Rain" made a deep impression on keyboardist Ian McLagen in what was supposed to be a rehearsal for previously released material. "There was one beautiful song he played occasionally that he'd never recorded and never rehearsed with us either," recalls McLagen. "It was a tricky little number, we never knew the title, but he'd launch into it from time to time, leaving us totally in the dark."

In 1991, one significant outtake from the Empire Burlesque sessions was released on The Bootleg Series Volumes 1-3 (Rare & Unreleased) 1961-1991. An early version of "When the Night Comes Falling from the Sky," it featured Roy Bittan on piano and Steve Van Zandt on guitar; both men were better known as members of Bruce Springsteen's E Street Band. "The Van Zandt 'When The Night Comes Falling From The Sky,' apocalyptic vision bristling with drama, sung without restraint, could have provided Dylan with another epic to counterbalance the mawkish filler he'd been recording since 'New Danville Girl'," writes Heylin. "Instead, Dylan again second-guessed some of his better lines...and absolutely one of his best vocals from a fraught decade, rerecording the song...with a whomping synthesizer and horns track..." Music critic Tim Riley argued, "the alternate take...has such an undeniably raunchy attitude (and guitar solo by Miami Steve Van Zandt) you wonder why Dylan stuck with the lifeless take that makes Empire Burlesque drift off on side two."