This time around, the most astonishing section of D.A. Pennebaker's documentary about Bob Dylan's 1965 English tour may be its opening three minutes. Dylan, 23, hair sticking up in its rooster comb, lounges in an alley holding a pile of cue cards. Around him, decaying buildings slouch on their foundations amid dumpsters and refuse. Beside him, unacknowledged, Allen Ginsberg stands in a pile of garbage holding what appears to be a broom.

Then the guitars kick-start “Subterranean Home-sick Blues,” the song that signaled rock music's coming transformation, and Dylan's voice revs into its cryptic rant (“Ohhh, Johnny's in the basement/mixing up the medicine . . .”). The Dylan on screen does not lip-synch or bob to the beat. He barely looks at the camera, just dumps cue cards, each boasting key words from passing lyrical phrases, one by one to his feet. Some-times, the cards come decorated with little drawings. Sometimes, they have incorrect words printed on them. Sometimes, they're just kidding. “Parking meters,” for example, receives transliteration into Dylanese and parades past as “PAWKING METAWS.”

In effect, Dylan and Pennebaker are playing with and trumping 30 years of rock-music movements that hadn't happened yet. Throughout the '90s, bands such as Nirvana have skewered the world for its malaise while broadcasting their own. In 1965, before anyone even considered him a rock singer, Dylan did the same, except that he sounds more confident in his smugness, more vicious in his self-mockery, more earnest in his ambitions – artistic, not social – and much, much funnier.

Shot primarily with hand-held cameras, the rest of Pennebaker's film captures the spasmodic rhythm of tour life. In hotel rooms, Dylan stares at a typewriter or spars with hangers-on while Joan Baez strums his unfinished songs and manager Albert Grossman negotiates lucrative performance fees. Onstage, alone in the spotlight, Dylan – on what would be his last solo tour – motors through respectful readings of “Don't Think Twice, It's All Right” and “The Times They Are a-Changin',” appearing less bored than restless. “What do you like about that song?” he asks fans, journalists, anyone, during the film. Mostly, though, he seems to be asking himself. He is less than one year from writing “Like a Rolling Stone” and looks it.

In between shows and sleep, Dylan deals with his public. (These are the scenes that have earned Don't Look Back its con-siderable reputation.) Interviews occupy much of the documentary, as they undoubtedly did the tour, and they are as repetitive and numbing to watch as they must have been to endure. Still, Pennebaker remains remarkably even-handed in his portrayals; that is, everyone looks bad. The journalists come off as clueless and clumsy, the fans devoted but mindless. Meanwhile, Dylan flashes his cruel streak at every opportunity. At one point, he plays with an outmatched Donovan like a bored cat batting a trapped mole. He even gets Donovan to play a particularly dippy love ode (as though cognizant of how ridiculous it would sound in later years), smirks through it, laughs and says, “Great song, man.”

Pennebaker has said much of this was for the benefit of the camera, that Dylan “is sort of acting throughout the film.” He may be right. Nevertheless, a shadow portrait of this artist as a young man does emerge, and it is startling. Perhaps the reason Dylan has remained so reticent in public is that, contrary to his self-perpetuated myth, he can't really hide himself at all – this may also explain why his music continues to matter. Pennebaker keeps Dylan on screen long enough that his contempt for people who blindly worship or damn him becomes visible, as do his doubts about his own endeavors, and his amusement and horror at the world. Even more, what leaps from the screen are the moments when the music sucks him up, even when he's less than interested. That happens here during an initially indifferent performance of “The Lonesome Death of Hattie Carroll” which lurches toward the sublime as Dylan bends to his harmonica. Suddenly, he's leaning into the song, his cheeks balloon with breath, his eyelids jerk shut and the song itself pumps him like a bellows.

DON'T LOOK BACK

Directed, shot and edited by D.A.PENNEBAKER

Produced by ALBERT GROSSMANJOHN COURT and LEACOCK-PENNEBAKER INC.

Starring BOB DYLANJOAN BAEZand DONOVAN

Released by Artistic License Films

At the Nuart, June 12-18

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