Sugar Baby: the origin of Dylan’s song in “Lonesome Road” and what it means

By Tony Attwood

I was brought up in a small flat (apartment) in post-war north London.  We had a baby grand piano (which was apparently hoisted in through the window when we moved in) which took up most of the sitting room, a record player playing at 78rpm, and of course a collection of records that had been purchased by my father (who had played sax and piano in a dance band) before the war.  And maybe some purchased after the war too – but I don’t recall my parents turning up with a new record.  Eventually we even had a TV.

The 1950s was not a time when you could hear much, if any, rock n roll on British radio, so this is the music I heard – that and the keyboard works of JS Bach, Mozart and Beethoven, which my father would also play, perhaps thinking that the dance band stuff was less becoming to a married man with a son and a growing business.  But he was good at both styles, so why not.

And there is a point to this, you’ll be pleased to know, because among those records was a recording of “The Lonesome Road” (the song this song of Dylan’s is based on).  Now, not surprisingly, all those old 78s have long since gone (I don’t have any recollection of them after we moved out of London and resettled in rural England) but despite the years that have past I could still sing and play Lonesome Road if asked.  I must have heard it a fair number of times.

What I can’t do however is find on the internet a copy of the version of Lonesome Road that I listened to in my formative years, and I have today been through lots of them, as I contemplate writing a review of Dylan’s “Sugar Baby” from “Love and Theft”.  For as you probably know (since everyone points this out) the melody and some of the words of “Sugar Baby” are copied from “Lonesome Road”.   This is, along perhaps with “Cry a while” which precedes it on the CD, the “theft” of “Love and Theft”, although to be fair, also the love, since Bob clearly loves this old music.

I don’t know if he has as personal a relationship as I do with “Lonesome Road” but clearly he has a strong (although perhaps different) relationship with the song, so “Lonesome Road” has to be the place for me to start.  The version I knew as a child was more upbeat than these, but this is the best I can do for now.

First, the original  “The Lonesome Road” by Austin/Shilkret, sung by Gene Austin


The original lyrics give us a clue as to Bob’s inspiration

Look down, look down that lonesome road
Before you travel on
Look up, look up and greet your maker
For Gabriel blows his horn

And of course Bob refers back towards the end of his song with

Just as sure as we’re living, just as sure as you’re born
Look up, look up—seek your Maker—’fore Gabriel blows his horn

Here’s the rest of the lyrics of the original, placed here as much as a tribute from me to my late parents for all the musical education they gave me, as for giving a sense of the lyrics Bob was contemplating…  After one’s parents have been gone for many a year it can be hard sometimes to find ways to pay a tribute that is more than just words… so forgive me this indulgence.

Weary, totin’ such a load
Tredgin’ down that lonesome road
Look down, look down that lonesome road
Before you travel on

Through love, through love, what have I done?
That you should treat me so
You cause me to walk and talk
Like I never done before

Weary, totin’ such a load
Tredgin’ down that lonesome road

Weary, totin’ such a load
Tredgin’ down that lonesome road

Musically Bob plays a little with the accompaniment, and uses (as far as I can tell) guitars with different tunings in the recording.  But in essence the only slightly unusual chord he throws our way (if hearing this in the key of C) is F minor 6.  When I played it as a child I think I was satisfied with F minor!

Of course as others have said long before me, “Love and Theft” is itself a stolen title from a book by Eric Lott about what I think is called Blackface Minstrelsy (we had it in England on TV with the “Black and White Minstrel Show,” but I don’t think we ever had a generic title).

And that is where Bob is making his commentary I feel.  The two songs that particularly take the sound of earlier songs, stand at the end of the album, a fulsome tribute to all the music that has gone before.   And as for the Blackface Minstrelsy we have “The ladies down in Darktown, they’re doing the Darktown strut” reference.

But somehow everything here is sadness, looking back to the Lonesome Road, for as Bob says, “You went years without me; might as well keep going now.”

And that is a problem for me for the trouble I have comes from the fact that this is a melody I have known all my life.  When Bob says “Some of these memories you can learn to live with and some of them you can’t” I have to stop and take a break.  It is oh so true, but I am not to sure I want to be reminded of that.

Yet I suspect for most of us, we have had times of being torn apart and then times of making things a thousand times worse.  Coming out ok at the end seems to be the most we can help for.

Bob sounds just so… I don’t really know….  The All Music review includes the notion that he feels so “disappointed” among other things, and yes I think I’ll go with that.

And that is what makes me so upset about this song – I am not as old as Bob but I’m not that many years behind, and I don’t want to be disappointed.

I can live with…

I got my back to the sun ’cause the light is too intense
I can see what everybody in the world is up against
You can’t turn back—you can’t come back, sometimes we push too far
One day you’ll open up your eyes and you’ll see where we are

but only if accompanied by my feeling that I have at least sometimes done the right thing, even when it wasn’t to my own benefit.

But away from all that, there are some super lines in this song.  I’d nominate

Some of these bootleggers, they make pretty good stuff
Plenty of places to hide things here if you wanna hide ’em bad enough

as one of my favourite all time Dylan favourite couplets.

But I’ve never fully made sense of where Bob is with lines such as

Sugar Baby get on down the line
You ain’t got no brains, no how
You went years without me
You might as well keep going now

followed not long after with

There ain’t no limit to the amount of trouble women bring
Love is pleasing, love is teasing, love’s not an evil thing

But maybe that’s the point.  There is no sense in it all, and maybe that’s what we feel a bit more as we get older.  Indeed Bob sums it all up in

Every moment of existence seems like some dirty trick
Happiness can come suddenly and leave just as quick
Any minute of the day the bubble could burst
Try to make things better for someone, sometimes, you just end up making it a thousand times worse

This is not just a remarkable song, it is an insightful song, pulling in thoughts and notions that don’t connect, that can’t co-exist, but within the song absolutely do just that.

And here’s a final thought: listening to “Sugar Baby” as intently as I have been in writing this review, and then, to try and release myself from the impact, listening to Mississippi from the same album, has just given me a totally new insight into Mississippi.  Clever man Bob for holding Mississippi back – with it in “Love and Theft” there is more going on within the album than I had previously realised.

It is going to take me a whole new article to explore the links between “Mississsippi” and Lonesome Road / Sugar Baby, as I have just seen the link for the first time.

So not today, but hopefully sometime soon, I might work it out.  “Your days are numbered, so are mine” is quite a clue.

Sorry if this is a particularly rambling review.  Sometimes there is no way to be disconnected from the song enough to be objective.

What is on the site

1: Over 400 reviews of Dylan songs.  There is an index to these in alphabetical order below on this page, and an index to the songs in the order they were written in the Chronology Pages.  Also a list of the most read articles on this site.

2: The Chronology.  We’ve taken all the songs we can find recordings of and put them in the order they were written (as far as possible) not in the order they appeared on albums.  The chronology is more or less complete and is now linked to all the reviews on the site.  We have also recently started to produce overviews of Dylan’s work year by year.     The index to the chronologies is here.

3: Bob Dylan’s themes.  We publish a wide range of articles about Bob Dylan and his compositions.  There is an index here.

4:   The Discussion Group    We now have a discussion group “Untold Dylan” on Facebook.  Just type the phrase “Untold Dylan” in, on your Facebook page or follow this link 

5:  Bob Dylan’s creativity.   We’re fascinated in taking the study of Dylan’s creative approach further.  The index is in Dylan’s Creativity.

6: You might also like: A classification of Bob Dylan’s songs and partial Index to Dylan’s Best Opening Lines

And please do note   The Bob Dylan Project, which lists every Dylan song in alphabetical order, and has links to licensed recordings and performances by Dylan and by other artists, is starting to link back to our reviews.






  1. nice! thanks i got to know just now the great lonesome road sang by Gene Austin. Dylan version too!

  2. Here’s a line in one of Larry Brown’s short stories from “Facing the Music:”

    “Lots of places to hide things, you want to hide them bad enough. Ain’t like Easter eggs, like Christmas Presents. Like life and death.”

    It struck me as I read it a few years ago.


  3. Sugar Baby, to me, calls into mind Idiot Wind. Both reference ‘mindless’ females. But Idiot Wind is a refreshing, charged dismissal of a failed and agonizing relationship. It is concrete. We know what he means.

    Sugar Baby, on the other hand, has a wistful quality. And like you say, Tony, Dylan seems gravely disappointed. In that respect, I can only think of the sense of puzzled abandonment Dylan expressed in Visions of Johanna. It is almost as if, after all these years, something inside him has been tugging at him, and she still is not there, and, now, perhaps never will be…

  4. ‘Through love, through love, what have I done? That you should treat me so.’ This of course has to be: ‘True love, true love, what have I done? That you should treat me so.’

    A line in Sugar Baby is: I’m staying with aunt Sally, but you know, she’s not really my aunt.

    There is a traditional song called: ‘I wonder what’s become of Sally, that old gal of mine’ , by Bing Crosby

    It goes:
    I wonder what’s become of Sally, that old gal of mine
    The sunshine’s missing from our alley
    Ever since the day Sally went away
    No matter where she is
    Whatever she may be
    If no one wants her now
    Please send her back to me
    I always welcome back my Sally
    That old gal of mine

    Like in other songs, past and present are interspersed in Sugar Baby.

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