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Album by Bob Dylan.
  1. Changing of the Guards
  2. New Pony
  3. No Time To Think
  4. Baby, Stop Crying
  5. Is Your Love in Vain?
  6. Senor (Tales of Yankee Power)
  7. True Love Tends to Forget
  8. We Better Talk This Over
  9. Where Are You Tonight?


Music by:

Bob Dylan

Lyrics by:

Bob Dylan


Bob Dylan

Produced by:

Don DeVito


April 25 – May 1, 1978 at Rundown Studios, Santa Monica, California


  • Bob Dylan: vocals, rhythm electric guitar
  • Billy Cross: lead electric guitar
  • Steve Douglas: tenor and soprano saxophone
  • Bobbye Hall: percussion
  • Steve Madaio: trumpet (Track 5)
  • David Mansfield: violin, mandolin
  • Alan Pasqua: keyboards
  • Jerry Scheff: bass guitar
  • Steven Soles: rhythm guitar, background vocals
  • Ian Wallace: drums
  • Carolyn Dennis, Jo Ann Harris and Helena Springs: background vocals


The album was a serious musical departure for Dylan, who uses a large pop-rock band—complete with female backing vocalists for the first time.

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