Songfacts®:

• "Paprika Plains" is 16 minutes and 21 seconds long, taking up the entire second side of Disc 1 on the jazz-inflected double album Don Juan's Reckless Daughter.
  
  The song is about Mitchell being in a bar when rain starts to fall. She feels closed in and steps outside, which inspires first memories of her hometown and then a surreal dream state full of vivid, strange imagery.
• Mitchell is an accomplished painter, which explains the rich visual imagery in this song. She crossed paths with Bob Dylan from time to time, and sometimes talked about painting. In a 1979 Rolling Stone interview, Mitchell recalled an A-list gathering that inspired this song.
  
  She and Dylan were aboard the Queen Mary at a party thrown by Paul McCartney. At one point, their table cleared out and she was alone with Dylan. He asked her, "If you were going to paint this room, what would you paint?" Her reply: "I'd paint the mirrored ball spinning, I'd paint the women in the washroom, the band."
  
  "Later all the stuff came back to me as part of a dream that became the song 'Paprika Plains,'" she said in the interview. "I said, 'What would you paint?' He said, 'I'd paint this coffee cup.' Later he wrote 'One More Cup of Coffee.'"
• Paprika is a spice, but in the song Mitchell is referring to the dark reddish orange color of paprika rather than to the spice itself.
  
  I dream Paprika plains
  Vast and bleak and god forsaken
• The lyrics spoken on the record are different from the ones written in the album's liner notes. Mitchell wrote the lyrics as a stream-of-conscious process and then while recording the improvisational song reshaped and trimmed them down to fit the music.
• Two of the era's leading jazz musicians - Wayne Shorter (soprano sax) and Jaco Pastorius (bass) - played on this track. Michael Gibbs conducted the orchestra and John Guerin played drums.
• This song inspired Raul Midón's "Ocean Dreamer."