The liner notes for The Basement Tapes give the following personnel credits for all songs on the album: Bob Dylan – acoustic guitar, piano, vocals; Robbie Robertson – electric guitar, acoustic guitar, drums, vocals; Richard Manuel – piano, drums, harmonica, vocals; Rick Danko – electric bass, mandolin, vocals; Garth Hudson – organ, clavinet, accordion, tenor saxophone, piano; Levon Helm – drums, mandolin, electric bass, vocals. In his book Million Dollar Bash, Sid Griffin analyzes each track and gives informed guesses about who is playing what, based on his insights into the six musicians' performance styles on various instruments, and his interviews with Robertson and engineer Rob Fraboni. Griffin's credits are listed below. All tracks by Bob Dylan and the Band were recorded in Woodstock, June to October 1967. Tracks by the Band are as indicated.
Side one "Odds and Ends" Dylan – vocal; Robertson – electric guitar; Hudson – organ; Danko – bass, backing vocal; Manuel – drums. Overdubbed 1975: Hudson or Manuel – piano.
The chorus of the opening song—"Odds and ends, odds and ends/Lost time is not found again"—functions as "a kind of editorial comment on the entire Basement Tapes", writes Andy Gill, emphasizing the songs' "fragmentary form and fleeting pleasures". Clinton Heylin suggests that this was one of the final basement songs to be recorded, and that here Dylan acknowledges that "when it came to spouting catchphrase choruses while espousing mock profundities in the verses, the process had just about run its course. Dylan admits as much by singing, 'I've had enough, my box is clean/You know what I'm saying and you know what I mean'."
"Orange Juice Blues (Blues for Breakfast)" Manuel – vocal, piano; Danko – bass. Recorded in Woodstock, 1967. Overdubbed 1975: Robertson – guitar; Hudson – organ, saxophone; Helm – drums.
Manuel and Danko laid down the basic track in Woodstock in 1967, according to Griffin, and the contributions of the rest of the Band were overdubbed eight years later. Critic Dave Hopkins notes that the demo version included as a bonus track on the 2000 Music from Big Pink reissue is the same performance, without overdubbing. Griffin calls the song "charming in its own right", but says it would not have fit in on the original Music from Big Pink because it was all too obviously from their past: "an up-tempo bluesy number that the Hawks might have played" in rural Ontario in 1964. Barney Hoskyns describes the song as one of the Band's early recordings that revealed "the breathtaking scope" of their musical range; he praises "the rollicking bar-room R&B style" of the performance.
"Million Dollar Bash" Dylan – vocal, guitar; Hudson – organ; Manuel – piano, backing vocal; Danko – bass, backing vocal.
According to Dylan biographer Robert Shelton, "Million Dollar Bash" epitomizes what he sees as one of The Basement Tapes principal themes, joy. Griffin named his detailed book about The Basement Tapes after this song, which has a similar instrumentation to 1950s rockabilly hits. According to Griffin, "Like Elvis's earliest single on Sun Records, the lack of a drummer does not prevent the assembled from swinging on this nonsense like the experienced players they are." Heylin heard in this song two references to the Coasters: "'Along came Jones'—a song title in itself—and 'emptied the trash'—a reference to 'Yakety Yak'." It would be almost forty years before Dylan would perform the track, presenting it to an initially confused but joyous crowd during one of his shows in Brixton, London, in 2005.
In a 2014 interview promoting the release of The Bootleg Series Vol. 11: The Basement Tapes Complete, Dylan cited the Summer of Love as an impetus for the song.
"Yazoo Street Scandal" Helm – mandolin, vocal; Robertson – guitar; Hudson – organ; Danko – bass; Manuel – drums. Recorded in Woodstock, late 1967.
This is one of the earliest examples of the Band's "grittily distinctive" sound coming together, according to Hoskyns. Its author, Robertson, has explained that it was based on an actual Yazoo Street in a town in Arkansas, Helm's home state: "I thought, 'Wow, they don't have streets like that in Canada. There's no streets up there called Yazoo!' It was like, 'Jesus, let me make up a little story here about stuff going on in this kind of almost red light district.' Everything was lit in red in that song for me." Initially, Robertson recorded the lead vocal for the first version of this song, but because it was set in the South, the Hawks decided that Levon Helm would be a more appropriate singer, employing what Hoskyns describes as his "best redneck-wildcat yelp".
"Goin' to Acapulco" Dylan – vocal; Robertson – guitar; Hudson – organ; Danko – bass, backing vocal; Manuel – drums, backing vocal.
The release of this song, which had not previously appeared on any demo tapes or bootlegs, made clear that more basement tracks existed than fans had believed. "The song proposes a romp in that posh Mexican resort, but the heavy spirit is down in Juarez again", writes Shelton, who hears the anguish of Blonde on Blonde return to haunt the "basement proceedings". Heylin comments on its uninhibited sexual innuendo, "featuring the usual debauched narrator, rambunctious harmonies, and euphemistic ribaldry" of what he regards as the best basement songs.
"Katie's Been Gone" Manuel – piano, vocal; Robertson – guitar; Hudson – organ; Danko – bass, backing vocal. Recording date disputed. Overdubbed 1975: Hudson – additional keyboards; (possibly) Helm – drums.
Probably one of the first numbers written by Manuel and Robertson in mid-1967, one of "the songs that all but announced the birth of the Band". The song is believed to have been inspired by singer Karen Dalton, a friend of Dylan's. (Page 12.) A different mix of the same recording was released as a bonus track on the 2000 Music from Big Pink reissue. Griffin believes this was recorded in Woodstock, with drums overdubbed in 1975. Hoskyns asserts it was "almost certainly" recorded at CBS's Studio E in New York in September 1967, with a drummer present, possibly Gary Chester.From Hoskyns's liner notes for Music from Big Pinks 2000 reissue. Hoskyns was commissioned to write the liner notes for the 2000 Band remaster series, but Capitol Records decided not to use them and replaced them with notes written by Rob Bowman. Hoskyns's original notes have been published online:
Side two "Lo and Behold" Dylan – vocal, guitar; Hudson – organ; Manuel – piano, backing vocal; Danko – bass, backing vocal.
This is, for Heylin, another "song that gives precedence to word play over sense". Griffin notes that it is held together by "one of the key phrases of the Old Testament prophets in the King James Bible: Lo and behold!" "The whole song reads like a tall tale told by a self-aggrandizing barfly", writes Gill. "The rousing chorus harmonies—which prefigure the famous chorus harmonies which would become one of the hallmarks of the Band's music—join in like drinking pals saluting him with foaming beakers, urging the narrator on to ever more ridiculous flights of fancy, rising at the end to leave him no place to go but further into fantasy, the true source of American identity." "Lo and Behold" was adopted as the title of an album of unreleased Dylan songs—including a half-dozen basement tracks—recorded by the British group Coulson, Dean, McGuinness, Flint in 1972.
"Bessie Smith" Danko – vocal, bass; Robertson – vocal, guitar; Manuel – piano; Hudson – organ; Helm – drums, backing vocal. Recording date disputed.
Rob Bowman stated in 2005 that this track was "probably" recorded at an "unknown studio" in late 1968. But in the notes for the 2000 reissue of the Band's fourth album, Cahoots, it is written that "Robbie [Robertson] is certain that 'Bessie Smith' was recorded sometime between their 1969 second album and Stage Fright", the group's third album, issued the following year. Based on the testimony of engineer Rob Fraboni, Griffin asserts that "Bessie Smith" was recorded by the Band in 1975 in their Shangri-La studio in Los Angeles, as The Basement Tapes was being prepared for official release. He calls it "the most far-fetched selection included on the official Basement Tapes release, even by Robertson's broad standards." A cover version of the song was issued in 1970 under the title "Going Down To See Bessie" on the self-titled debut album by Happy And Artie Traum. Critical reaction to the song is divided: Thomas Ward of Allmusic described it as "arguably one of the slightest and most routine songs of all the 'basement tapes, and noted that it lacked many of the key qualities of Dylan and the Band's other work on the album. Rock critic Greil Marcus, on the other hand, describes the song as a "lovely idea", "the plaint of one of Bessie's lovers".Greil Marcus: Basement Tapes Liner Notes Hoskyns, singling out Hudson's keyboard playing, writes that the song is "transformed by Garth into something as magically evocative as an old silent movie."
"Clothes Line Saga" Dylan – vocal; Robertson – guitar; Hudson – keyboards; Danko – bass; Manuel – drums.
On the safety copy of the Basement Tapes, this song was labeled "Answer to Ode". Heylin interprets it as a parody of "Ode to Billie Joe", which was a hit single for Bobbie Gentry in mid-1967 when the basement songs were being taped. He calls it "as deadpan a deconstruction" of the Gentry hit as the Blonde on Blonde track "4th Time Around" was of The Beatles' "Norwegian Wood". (He adds that, in his view, Dylan generally parodied songs that he liked.) For Heylin, it illustrates Dylan's feeling that folk songs delivered "the underground story". An event with potentially world-shaking implications—"The vice president's gone mad!"—is treated in a detached, stoic manner by the community: "There's nothing we can do about it". The narrative piles up both banal and surreal details, but "Dylan delivers the 'saga' in the most laconic manner imaginable".
"Apple Suckling Tree" Dylan – vocal, piano; Hudson – organ; Manuel – tambourine, backing vocal; Danko – bass, backing vocal; Robertson – drums.
Critic Greil Marcus identifies the tune as that of the ancient children's ditty "Froggy Went A-Courtin'" and quotes Danko's description of the recording: "It all felt natural, we didn't rehearse. One or two takes from conception, on paper, to the finish. We all knew it would never happen twice." Describing it as a good-natured nonsense song that really swings, Griffin suggests it was one of the last basement compositions to be recorded before Helm arrived in Woodstock and Dylan departed for Nashville.
"Please, Mrs. Henry" Dylan – vocal, guitar; Hudson – organ; Manuel – piano, backing vocal; Danko – bass, backing vocal.
Heylin describes this as a hilariously bawdy song in which the singer yearns for relief both sexual ("Look Mrs Henry/There's only so much I can do/Why don't you look my way an' pump me a few?") and scatological ("Now I'm startin' to drain/My stool's gonna squeak/If I walk too much farther/My crane's gonna leak"). Marcus describes it as "a detailed explanation, addressed to either a landlady or a madam of just what it means to be too drunk to move, if not complain."
"Tears of Rage"
Dylan – vocal, guitar; Robertson – electric guitar; Hudson – organ; Manuel – piano, backing vocal; Danko – bass, backing vocal.