The soundtrack to the new Bob Dylan film, I'm Not There, brings together nearly three dozen artists, from Eddie Vedder to Cat Power – but for director Todd Haynes and his crew the hardest part was hunting down the title track, a lost masterpiece by Dylan himself. "I'm Not There," from Dylan's Basement Tapes sessions, has been widely circulated on low-fi bootlegs but never officially released. "We had to go to the ends of the earth to dig up a version we could use," says music supervisor Randall Poster. The search ended in Neil Young's Northern California vault, where the track had resided since 1968, when a Dylan associate accidentally gave Young a master tape instead of a copy.
The song will see its first official release on the soundtrack to the film, which stars six actors – including Richard Gere, Heath Ledger and Cate Blanchett – each playing a different version of Dylan. The rest of the album (due out October 30th) is filled with an eclectic selection of up to thirty newly recorded Dylan covers, split between classics and deep cuts. Willie Nelson sang 1978's "Señor," Sufjan Stevens recorded "Ring Them Bells" and the Hold Steady chose "Can You Please Crawl Out Your Window?" "Eddie Vedder did an awesome job with 'All Along the Watchtower,'" says Haynes. "But that's a hard task for anybody. It's very exciting to take songs that are much lesser-known and make them something really special and unique."
Haynes also commissioned Sonic Youth guitarist Lee Ranaldo to assemble the Million Dollar Bashers, a house band featuring Television guitarist Tom Verlaine, organist John Medeski, SY drummer Steve Shelley and Dylan's current bassist Tony Garnier, to play on five tracks that capture the "wild mercury" sound of Dylan's 1966 tour. "Tony had some really helpful hints about the songs," says Shelley. Stephen Malkmus sang "Maggie's Farm" and "Ballad of a Thin Man" with the group, Vedder took on "Watchtower" and the Yeah Yeah Yeahs' Karen O handled vocals on "Highway 61 Revisited." Other standout tracks include Cat Power's "Stuck Inside of Mobile With the Memphis Blues Again" and Antony and the Johnsons' "Knockin' on Heaven's Door." And My Morning Jacket frontman Jim James performs "Goin' to Acapulco" in the film himself, wearing Rolling Thunder Tour-style whiteface. "Filming that scene was one of those great moments," says Poster. "Just being there and feeling the power of the music – I think everybody felt it."
This story is from the September 20th, 2007 issue of Rolling Stone.