The song was primarily written by vocalist Gregg Allman, who first began composing it at a rented cabin outside of Macon, Georgia. He enlisted the help of roadie Robert Kim Payne to complete the song’s lyrics. He and Payne broke into Capricorn Sound Studios to complete a demo of the song. Gregg Allman’s solo version of the song, released in 1973, was its biggest chart success.
“Midnight Rider” originated during the group’s time spent at Idlewild South, a $165-a-month farmhouse they rented on a lake outside of Macon, Georgia. Allman felt free to smoke marijuana with no police around, which contributed to his writing at the cabin.
Its genesis was quick: the song came to him out of nowhere, and he completed a rough draft in just over an hour of writing. He found himself stuck on the song’s third verse, which he regarded as an especially important component of the song: “it’s kind of the epilogue to the whole thing,” he later wrote.
In the middle of the night, he went to roadie Kim Payne, who was keeping watch over the band’s warehouse, where they kept their equipment.
Payne helped him write the first two lines of the third verse: “We were getting high and, honestly, he was starting to irritate me—because he was singing this song over and over and I got sick of hearing the band play the same shit over and over again until they got it right,” Payne later recalled. “So I just threw out the line, ‘I’ve gone past the point of caring / some old bed I’ll soon be sharing.'”
Thankful for Payne’s help, he told him he would give him a percentage of its royalties should it become a success. Payne was not originally listed as a songwriter on the song, so he later had Allman contact Phil Walden to produce a contract that allowed him five percent of its future royalties.
Allman wanted to record it immediately, but had no keys to Capricorn Sound Studios, which was adjacent to the warehouse. They phoned both producer Johnny Sandlin and Paul Hornsby who “told us to go to hell, come back in the morning,” according to Payne.
Intent on recording the song, Allman and Payne broke into the building, with Payne smashing a window on a door to allow him to unlock it. After managing to turn on the recording console and microphones, Allman recorded a demo by himself on acoustic guitar.
Unable to find the band members, he enlisted friend Twiggs Lyndon to perform bass guitar on a rough demo, though Lyndon did not know how to play the instrument. Allman instructed him to play the bassline he had envisioned and Lyndon practiced it multiple times to prepare.
He later found Allman Brothers drummer Jaimoe and had him perform congas on the demo. In the final studio recording, Duane Allman plays acoustic guitar, as he had enough studio experience to produce a nice acoustic sound.
Allman called it “the song I’m most proud of in my career.”
“Midnight Rider” uses traditional folk and blues themes of desperation, determination, and a man on the run:
I’ve got one more silver dollar,
But I’m not gonna let ’em catch me, no …
Not gonna let ’em catch
The midnight rider.
Music writer Jean-Charles Costa stated in 1973 that, “‘Midnight Rider’ has been recorded by other bands and it’s easy to see why. The verse construction, the desperate lyrics, and the taut arrangement make it standout material,” while musician and writer Bill Janovitz said that the recording successfully blended elements of blues, country music, soul music, and Southern rock.
“Midnight Rider” has been a concert staple for the band in decades since; it is usually played fairly closely to the original template, and was not used as the basis for long jams until the Allman Brothers’ annual New York City run in 2010.
While the original Allman Brothers release of the song did not chart, “Midnight Rider” was much more successful in cover versions. The verses arrangement features Duane Allman’s acoustic guitar carrying the song’s changes, underpinned by a congas-led rhythm section and soft, swirling organ. Dickey Betts’ lead guitar phrases ornament the choruses and the instrumental break, while Gregg Allman’s powerful, soulful singing, featuring harmony-producing reverb, has led to the song becoming known by some as Allman’s signature piece.
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