Dylan in chaos: Never say goodbye

By Tony Attwood

There is a website, which is widely known and respected among musicians as a place where the writers have taken infinite care to record in notation exactly what Dylan and his musicians have done in each song.  Indeed although I count myself as a musician I am constantly in awe of the level of dedication they have put into deciphering even the slightest twist and turn that Dylan throws in below the main melodic and chordal line.

I generally go to the site when I can’t hear exactly what Dylan or the band are doing, and such was the case between the fourth and fifth verses of this song.

And there I found the author of the site had written

And grab hold of my hand.


Oh baby baby baby blue

When I first saw that I thought it must be a mistake – a little note left by one of the writers who has then forgotten to remove it.  But no, they have a point.  Maybe “chaos” is too strong a word, that’s a matter of debate, but it is certainly a musical muddle and a half at that point.  Go back and listen to it and see what you hear in that bit between those verses.

I’ll try and explain what happens.   Most popular songs are in a specific key – which means they are based around a scale of 8 notes.  For example from C to C, or in this case D to D.

Now it is quite possible to change the key you are writing in part way through, and that is called modulating.   Of course the composer could modulate to any key he/she likes, but generally, and particularly with songs, there are certain keys one is more likely to modulate to, rather than others, since it makes the song easier to sing.   For example if you modulate from D to A flat, it will sound very odd to the listener, and will be either quite hard to sing or sound very forced and artificial in its construction.

In fact, very few popular songs modulate, and sitting here writing this I can’t think what other Dylan songs modulate, but this one does, at the end of the first verse.  It modulates from the key of D to the key of G.  

From here on we are in this new key so whereas the chord sequence initially went D, G, A at the start of the first verse, now it goes G, C, D at the start of the second.  The relationship between the chords is the same, it is just that everything is played and sung four notes higher.

Now one might expect the song to go back to D again for the next verse, but no, it stays in G for the next two verses.   After which comes the chaos.

I think what happens here is that some of the musicians are ready to modulate back to the original key again, which would be ok, or even modulate on further in which case the obvious place to go would be to the key of C.  That would sound fine.  We’ve gone up four notes in the scale after the first verse, so we’ll do it again for the last verse.

And I’m sure I can hear some of the band doing the modulation and some not.  Hence chaos.

But they carry on and I think Dylan finds himself singing in a key he’s not expecting to be in.   And that is why when we get to “You turned your hair to brown,” Dylan is suddenly caught out and has to change the note he is singing.  He’s expecting to be reaching up but to a note his voice can easily take, but no, he’s got to go four notes higher.  “Brown” is a real troublesome note to hit.

As an experiment I’ve played the song with verse one in D, verse two in G, three in D and so on.  It actually sounds quite good as an arrangement and I really do think Dylan was considering this sort of song.

But… the book “Bob Dylan all the songs” says seven takes were made of this song, and one wonders why Dylan chose this one.  Surely they couldn’t all have screwed up the modulations…. unless there is a real reason for the “chaos”.  But choose it he did.  I’m not sure that there is any other evidence that all these recordings were made, but if they were then we have to think again.

This was the first song Dylan wrote after the Billy the Kid music of 1972, and the musical form that Dylan is using is utterly different from anything that we hear on Billy the Kid.   One is a man getting ready to die, the other is a song of love.

But is it a love song to a woman or is it perhaps a love song to Duluth, the town in which Dylan grew up…  In fact you can go through the whole song until the last verse without thinking it is a love song to a woman…

Twilight on the frozen lake
North wind about to break
On footprints in the snow
Silence down below

You’re beautiful beyond words
You’re beautiful to me
You can make me cry
Never say goodbye

Time is all I have to give
You can have it if you choose
With me you can live
Never say goodbye

My dreams are made of iron and steel
With a big bouquet
Of roses hanging down
From the heavens to the ground

The crashing waves roll over me
As I stand upon the sand
Wait for you to come
And grab hold of my hand

Then we get to the baby blue verse – which sounds like “you changed” although the official site has “you’ll change”.  Of course it could be a woman who lives in Duluth.

Oh, baby, baby, baby blue
You’ll change your last name, too
You’ve turned your hair to brown
Love to see it hangin’ down

Of course some commentators have taken this a different way, including for example Duncan Bartlett of the BBC World Service who in 2013 wrote about the song in relation to the first metal work sculpture exhibition Dylan put on.  It could be that the dreams are made of iron and steel, but it could also be that his dreams are of coal mines and industrial sites.

What perhaps really captures us all is that few people would talk about dreams being made of iron and steel, especially in a song which modulates – which is exactly what iron and steel can’t do.  It is set, it is there, you can’t change direction.  Modulation in music is all about changing direction.

Now I am not saying that Dylan thought “oh, iron and steel is fixed – I’ll give the fans a conundrum, and I’ll make the song be anything but fixed,” but then having thought that thought, wouldn’t it be fun if he deliberately set the chaos in the midst of the song just to contrast with the iron and steel line.   He’s in a flux, he doesn’t know where he is going, but his dreams are stable and clear.  Exactly the opposite of the norm where the dreams are surreal and supernatural.    Clever trick Bob – so all that muddle was deliberate.

Another site I looked at called the song “charming but ultimately forgettable”; but it isn’t that to me at all.  The whole process of changing keys, and the ambivalence of the subject matter (home town, or lover, or home town lover to whom he returns?) adds to the delight.

No, this is a lovely song.  I don’t know if the “chaos” section is deliberate or a mistake, only Bob and the musicians know, and overall I wish it wasn’t there.  If it is a mistake I wish he’d given us a non-mistake version. If it is deliberate, to my mind it is artificial.  Either way, I play the song in my head without the “chaos” and it seems much better.

All the Dylan songs reviewed on this site

Dylan’s compositions in chronological order of being written.





  1. More than ‘charming’, it’s surely one of those minor masterpieces – like, say, ‘Sign on the Window’ – that are utterly unforgettable. I’d love to hear both with his latest voice, instead of the Sinatra stuff that was all very well for a while…

  2. I live in Woodstock NY and this song is pure Woodstock. It’s Dylan and the Band at their peak! Planet Waves is a truly underrated album as is New Morning. Both are very personal and very Woodstock….”Time passes slowly up here in the mountains”

  3. Really interesting article about a wonderful song, thank you. Am I alone in thinking that the second verse (where the modulation occurs) is in fact an unrepeated and very early chorus? I certainly feel when I listen to it that I’m expecting “You’re too beautiful for words…..” to recur. If that’s right it’d mean that the confusion comes in not returning to DGA for the next verse, “Time is all….”:

  4. Always loved this song, but I’ve never heard the ‘time is all i have to give” verse.
    Is it on an outtake or bootleg release?

  5. Not as far as I know …for some reason that only he knows, Dylan decides to leave out that particular verse.

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