
The best album of all time? One of the most far-reaching artistic achievements of mankind?
“It’s the kind of music that plants a seed in your mind and then you have to hear it several times. And as you go over it you start to hear more and more things. He’s done something that’s left the whole field ridiculously in the back of him.” (Phil Ochs)
“It was revolutionary and stunning, not just for its energy and panache but in its vision: fusing radical, electrical music, with lyrics that were light years ahead of anyone else’s; Dylan here unites the force of blues-based rock’n’roll with the power of poetry. The whole rock culture, the whole post-Beatle pop-rock world, and so in an important sense the 1960s started here.” (Michael Gray)
What is there left to say about this album?
“Like A Rolling Stone”
Bob Dylan has based many of his songs on nursery rhymes throughout his career. How many classic rock songs begin with “Once upon a time”? The protagonist of the nursery rhyme “There Was An Old Woman And Nothing She Had” might well have considered that “when you ain’t got nothing, you’ve got nothing to lose“.
“There was an old woman/And nothing she had/And so this old woman/Was said to be mad/She’d nothing to eat/She’d nothing to wear/She’d nothing to lose/She’d nothing to fear/She’d nothing to ask/And nothing to give/And when she did die/She’d nothing to leave.”
Other examples of Bob Dylan basing his songs on nursery rhymes include:
- He changed the title of “Who Killed Cock Robin” to “Who Killed Davey Moore”
- He changed the opening of “Scarborough Fair”, “Is any of you going to Scarborough Fair?/Remember me to the lass as lives there/For once he was a true lover of mine” to “If you’re traveling in the north country fair/Where the winds hit heavy on the borderline/Remember me to one who lives there/She once was a true love of mine” on “Girl From The North Country”
- He changed the opening of “Jemmy Dawson”, “Brave news is come to town/Brave news is carried/Brave news is come to town/Jemmy Dawson’s married” to “Bad news, bad news/Came to me where I sleep” on “Percy’s Song.
- Bob Dylan changed the end of “Tom He Was A Piper’s Son”, “And all the tune that he could play/Was ‘Over the hills and far away‘” to “And the only tune/My guitar could play/Was ‘Oh the cruel rain/And the wind“, also on “Percy’s Song”.
- A children’s game-song, variously called “Queen Mary”, “Sweet Dolly” and “Sweet Mary” is a simple fast dancing game with one child in the middle of a ring. The song always starts with “my name is …, my age is…”, for example “My name is Queen Mary, my age is sixteen/My father’s a farmer on yonder green” or “My name it is Jean, and my age is fifteen/My father’s a farmer, he lives on the plain“. Bob Dylan changed this to “My name it ain’t nothin’/My age it means less” on “With God On Our Side”.
- In D.H. Lawrence’s, “Sons And Lovers”, Mrs Morel hears some children singing a nursery rhyme in the street which starts “My shoes are made of Spanish leather/My socks are made of silk/I wear a ring on every finger/I wash myself in milk”. Woody Guthrie’s “Gypsy Davey” refers to boots made of Spanish leather and Bob Dylan would title one of his best songs, “Boots Of Spanish Leather”. Gypsy Davey makes an appearance (with a blowtorch) on the next song on the album, “Tombstone Blues”.
- “Of all the gay birds that e’er I did see/The owl is the fairest by far to me/For all day long she sits on a tree/And when the night comes, away flies she” becomes “Oh ev’ry girl that ever I’ve touched/I did not do it harmfully/And ev’ry girl that ever I’ve hurt/I did not do it knowin’ly” on “Restless Farewell”.
- “The man in the wilderness asked me/How many strawberries grew in the sea?/I answered him as I thought good/As many as red herrings grew in the wood” becomes “Ah, my friends from the prison, they ask unto me/“How good, how good does it feel to be free?”/And I answer them most mysteriously/“Are birds free from the chains of the skyway?” in Ballad In Plain D.

Michael Gray’s “Song And Dance Man” has 36 pages devoted to analysing the use of nursery rhymes on “Under The Red Sky”.
“Tombstone Blues”
In this magnificent fast blues shuffle, Bob Dylan transforms lyrics from Pete Seeger’s “Take It Easy”. He changes “Mama’s in the kitchen, preparing to eat/Sister’s in the pantry, looking for some yeast/Papa’s in the cellar, mixing up the hops/Brother’s at the window, watching for the cops” to “Mama’s in the factory, she ain’t got no shoes/Daddy’s in the alley, he’s looking for the fuse/I’m in the streets with the tombstone blues.”
Bob Dylan played an acoustic version of “Tombstone Blues” at the Newport Folk Festival in 1965. When he later played an electric set (which didn’t include “Tombstone Blues”), Pete Seeger complained that the distortion created by the electric instruments made it impossible to hear the lyrics. He said “Get that distortion out of his voice. It’s terrible. If I had an axe, I’d chop the microphone cable right now.” It’s not true that he tried to cut the electric cables with an axe.
“It Takes A Lot To Laugh, It Takes A Train To Cry”
One thing leads to another…..
James “Kokomo” Arnold was an American blues musician who played left-handed slide guitar. He wrote many songs that were covered, or modified, by other artists. Robert Johnson turned “Old Original Kokomo Blues” (the inspiration for James Arnold’s nickname) into “Sweet Home Chicago” (a song which was sung by Barack Obama in 2012 at a celebration of blues music held in the White House, called “In Performance at the White House: Red, White and Blues”). Kokomo Arnold wrote “Milk Cow Blues”, and he also recorded four sequels (“Milk Cow Blues No. 2”, “Milk Cow Blues No. 3, “Milk Cow Blues No. 4 and “Milk Cow Blues No. 5”).
Robert Johnson transformed “Milk Cow Blues” into “Milkcow’s Calf Blues” and the song was later recorded by Elvis Presley (as “Milkcow Blues Boogie”). It was released as his third single in 1954, but it failed to chart.
The Kinks cut a version of “Milk Cow Blues” on their third studio album “The Kink Kontroversy”. The Kinks utilised different lyrics from the Johnnie Lee Wills Western Swing version, cut in 1941.
One of the couplets in “Milkcow Blues Boogie” is “Don’t that sun look good goin’ down/Well don’t that old moon look lonesome when your baby’s not around”. Bob Dylan modified those lines to “Don’t the moon look good, mama, shinin’ through the trees?/Don’t the brakeman look good, mama, flagging down the “Double E?” Bob Dylan sung this song at “The Concert For Bangladesh”.
Warren Zevon wrote a song called “Poor Poor Pitiful Me”, in which the opening lines are “I laid my head on the railroad track/Waiting for the Double E/But the train don’t run by here no more/Poor poor pitiful me“. EE is a gauge of track width. Double E locomotives were the largest trains on American railroads. Linda Ronstadt had a hit with the song in 1978.
“From A Buick Six”
I have never felt that “From A Buick Six” followed on especially well from “It Takes A Lot To Laugh, It Takes A Train To Cry”. They seemed too similar in feel but now I understand that they are both derivations of two songs with identical titles: “Milk Cow Blues”
John Adam (“Sleepy John”) Estes was an American blues guitarist, songwriter and vocalist. In John Lennon’s interview with Jann Wenner in 1970, the former Beatle said that before they found fame, they “were all listening to Sleepy John Estes and all that in art school”. The sleevenotes to “Bringing It All Back Home”, Bob Dylan’s previous album, start “I’m standing there watching the parade/feeling combination of sleepy john estes. jayne mansfield. humphry bogart/mortimer snerd. murph the surf and so forth.”
“Sleepy John Estes’ recorded a song called “Milk Cow Blues”, which bears no resemblance to any of the versions mentioned previously. The opening lines are “Now asked sweet mama let me be her kid/She says I might get ‘bove you to keep it hid”
Bob Dylan re-writes this couplet as “I got this graveyard woman, you know she keeps my kid/But my soulful mama, you know she keeps me hid.”
Bob Dylan frequently gave obscure names to his songs and at some point, “From A Buick Six” was named “Lunatic Princess”. He could be referencing a car that was manufactured between 1914 and 1930, a time when the original song was written.
“Ballad Of A Thin Man”
A deeply unpleasant song, that I’ve never liked.
Jeffrey Jones was a rock journalist who interviewed Bob Dylan after the 1965 Newport Folk Festival and, after “Ballad Of A Thin Man” was first played, he claimed that it was his annoying line of questioning that inspired Bob Dylan to write the song. However, it is unlikely that Bob Dylan would remember a quick interview with such a low-profile figure.
Max Jones worked for “Melody Maker” and he was the first British journalist to interview Bob Dylan in May 1964. He appears in the 1966 film, “Eat The Document”, asking Bob Dylan why he doesn’t sing protest songs anymore. However, Bob Dylan liked Max Jones and respected him as an honest old school journalist.
In a concert in Japan in March 1986, Bob Dylan said “I wrote this song in response to people who ask questions all the time.” However, 20 years earlier, when introducing the song in Canada, he said “Mr. Jones lives in Lincoln, Nebraska. he hangs around a bowling alley there.” A year before that, in an interview with Nora Ephron of the “New York Post”, he said “I saw him come into a room one night and he proceeded to put his eyes in his pocket“. In 1978, before playing the song in the U.S.A., he said that he met Mr. Jones in a carnival and “every carnival would have a geek – a man who eats a live chicken.”
In an interview with Robert Shelton, Bob Dylan said “Everybody has got their Mr Jones. His loneliness can easily be covered up to the point where he can’t recognise that he is alone and locked in a room.” This is probably closer to the feelings that he had when he wrote the song.
“Queen Jane Approximately”
There are five verses in this song in which the singer points out the impending doom about to engulf Queen Jane. The first verse warns of betrayal by her mother, father and sister. By verse two, her friends and her children see through her and want nothing more to do with her. After finding that her friends and family have no further use for her, the singer points out that her associates (clowns in verse three and advisers in verse four) will also abandon her. When she realises that her family, her friends and her hangers-on will abandon her, there will be no point in even associating with her enemies (“bandits”) because they will have no time for her. At that point, the singer recommends that Queen Jane should come to him.
In 1965, Bob Dylan told Nora Ephron that “Queen Jane is a man“.
“Highway 61 Revisited”
“Fear and Trembling” is a philosophical work by Søren Kierkegaard, published in 1843.The title is a reference to a line from Philippians 2:12, “…continue to work out your salvation with fear and trembling.” Søren Kierkegaard wanted to understand the issues faced by Abraham after God tells him to sacrifice a son. He kept his feelings to himself and “isolated himself as higher than the universal.” Kierkegaard envisions two types of people in “Fear and Trembling”. One hopes for happiness from something “out there” while the other finds happiness from something in themself. Bob Dylan tells this story with amusing brevity but reforms it as an exercise in the power of the almighty, rather than an ethical dilemma, as discussed in “Fear And Trembling”.
“Oh God said to Abraham, “Kill me a son”
Abe says, “Man, you must be puttin’ me on”
God say, “No.” Abe say, “What?”
God say, “You can do what you want Abe, but
The next time you see me comin’ you better run”
Well Abe says, “Where do you want this killin’ done?”
God says, “Out on Highway 61”
This incredible song is replete with jokes, ethical dilemmas and diatribes against the powerful. “Mack The Finger” is a pun on “Mack the Knife”. “My complexion is much too white” is another way of a daughter telling her father that she is pale and wan, but phrases it in the context of an inverted racial insult. A “rovin’ gambler” trying to start a World War would be amusing if we weren’t living at a time where the leader of Russia is threatening to use his nuclear weapons. Blind Willie McTell was occasionally known as Georgia Sam, when recording, and in this song, Georgia Sam is down and out on his luck and without support.
U. S. Highway 61, is sometimes known as the “blues highway,” because dozens of blues artists have recorded songs about Highway 61, including Sunnyland Slim, James “Son” Thomas, “Honeyboy” Edwards, Big Joe Williams, Joe McCoy, Charlie Musselwhite, Eddie Shaw, Johnny Young, Eddie Burns, and Mississippi Fred McDowell. The first song recorded about the road was Roosevelt Sykes’s “Highway 61 Blues,” cut in 1932. In 1933 two Memphis bluesmen, Jack Kelly and Will Batts, recorded “Highway No. 61 Blues,” and the Tupelo-born Sparks Brothers cut “61 Highway.” Other 1930s recordings included “Highway 61,” a sermon by Wilbur “Kansas Joe” McCoy; “Highway 61” by Jesse James; and “Highway 61 Blues” by Sampson Pittman. In 1947 Gatemouth Moore recorded a jump blues version of “Highway 61 Blues,” and in 1956 pianist Sunnyland Slim recorded “Highway 61.”
Highway 61 runs 1400 miles from New Orleans to a city called Wyoming, which is, confusingly, in Minnesota. It stops 120 miles south of Duluth (birthplace of Bob Dylan) and 150 miles south of Hibbing (where he moved to, aged six).
“Just Like Tom Thumb’s Blues”
Highway 61 doesn’t lead out of the U.S.A., but having travelled South in the previous song, we now find ourselves in Juarez, Mexico, which is probably Ciudad Juárez, just over the border from El Paso, Texas. By the end of the song, the singer has had enough and moves back to New York City.
Tom Thumb is a character from a folk tale, in which an old couple wants a baby. Merlin the Magician overhears the couple saying they would be willing to take any baby, even one that’s no bigger than a thumb. Merlin grants them their wish, and thus little Tom Thumb is born. Tom goes on to win favor with the king, suffers through various tribulations, and is eventually killed by a bite from a spider. Maybe Bob Dylan is comparing the trials and tribulations of this song to those experienced by Tom Thumb. In the song, the singer encounters sickness, despair, corruption, loose women, alcohol, negativity, sex, drugs, illness, remorse and memory loss.
During the course of his exploits, the singer finds “Rue Morgue Avenue” which could be a reference to Edgar Allen Poe’s story, “The Murders In The Rue Morgue”.
When Bob Dylan describes himself at the top of “housing project hill“, he is using a location from Jack Kerouac’s “Desolation Angels” which describes working on the fire watch on Desolation Peak in Washington state. It seems like stating the obvious to point out that the next song on the album is “Desolation Row”.
“Desolation Row”
On June 15, 1920, three African-American circus workers, Elias Clayton, Elmer Jackson, and Isaac McGhie, suspects in an assault case, were taken from the jail and lynched by a white mob of thousands in Duluth, Minnesota, birthplace of Bob Dylan. Rumors had circulated that six African Americans had raped and robbed a nineteen-year-old white woman. A physician who examined her found no physical evidence of rape. Three men were convicted of rioting, but none served more than fifteen months. No one was ever prosecuted for the murders. In 2003, the city of Duluth erected a memorial to the lynched men. A disturbing picture of the lynching was made into a postcard. Bob Dylan’s father, Abram Zimmerman, was eight years old at the time of the lynchings, and lived only two blocks from the scene. Abram Zimmerman passed the story on to his son.
“They’re selling postcards of the hanging”
In 2016, Columbia Records released “The 1966 Live Recordings”, a 36-CD boxset of live recordings of Bob Dylan’s world tour. Half of each concerts was acoustic, in which he accompanied himself with just a guitar and the other half was electric. This boxset contained 21 different live versions of “Desolation Row”. “The Bootleg Series Volume 12” contains three more studio versions of the song, another version is on “the Bootleg series Volume 7”, and it also appears on the “MTV Unplugged” album.
“One of the most brilliant pop records ever made. As rock, it cuts through to the core of the music—a hard driving beat without frills, without self-consciousness.” (Anthony Scaduto)
“One of the most electrifying” rock and roll record ever and one of a handful of albums that gave literate rockers the green light to create a kind of intelligent, probing rock music that had not existed before” (Hank Kalet)
“You’re not listening to that ‘moaning Minnie’ again are you Graham?” (my friend’s Mum).
An utterly fantastic album that I only listened to last week for the umpteenth time – but I still prefer Bringing It All Back Home and Blonde On Blonde, personally
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