Tim Buckley's third album, Happy Sad, was generally a laid-back jazz-folk affair. The major exception among its five tracks was the 12-minute "Gypsy Woman," which certainly had elements of jazz and folk but had a lot of funk energy as well. As a harbinger of Buckley's direction over his less-accessible future directions, "Gypsy Woman" was not so much a conventional song as an improvised buildup of mood in which Buckley's voice was one of several instruments, scatting more for musical than lyrical effect. The difference between "Gypsy Woman" and many a future Buckley cut, though, was that the groove was elastic and pleasing, rather than uncompromisingly difficult and challenging. For the first few minutes of the track, the energy gradually mounts as congas, vibes, and Buckley's considerably in-the-background grunting and scatting slowly get louder and faster on a repeated but compulsive funk- blues groove. The acoustic guitar, though, keeps this from actual funk- rock territory, sounding more like a folk-rock jam than a pull-out-the-stops electric one. Buckley then starts singing basic lyrics of longing for a gypsy woman in a more aggressive, determinedly sensual style than the more mannered, stately tenor of much of his early work. Of particular note is Lee Underwood's guitar, which stutters dramatically and effectively to drive home Buckley's most anguished pleas. About halfway through, most of the instruments drop out save the percussion, bringing Buckley's lustful vocals to the forefront as they rise in passion. For a while the guitars take a breather as simple bowed notes and congas steer the song in a jazzier direction. Then the instruments all come back together in a force as the rhythm gets more frantic, the ensemble ebbing and flowing at various points over the course of the rest of the track, Buckley sometimes egging the band on with wordless chants and curdling screams, at other times singing actual lyrics. It all comes to an expected end when all the instruments drop out for some brief a cappella vocals, all of them coming back together again for an accelerated tumble on the final few bars. "Gypsy Woman" is not exactly fusion, but in many respects it combines the best of late-'60s folk-rock with jazzy improvisation and trance-inducing psychedelia. A fiery live version of "Gypsy Woman" is available on Buckley's Live at the Troubadour 1969.

(Richie Unterberger, allmusic.com)