You Ain’t Goin’ Nowhere

The legend of The Basement Tapes is that Bob Dylan and The Band woodshedded in Woodstock, NY, making music and writing songs during the summer and fall of 1967 away from the rest of the world. At the time, Dylan was 26 years old and the father of three, including his adopted five-year old daughter Marie, one-and-a-half year old son Jesse, and Anna, who was born that summer. Being a young father, Dylan must have been singing his fair share of nursery rhymes and lullabies during that time, and they were bound to influence his own music. What would eventually become “You Ain’t Goin’ Nowhere” is one example. In the first take of the song, we can see the beginning of its creation:

On this take, Dylan is playing a 12-string guitar, Garth Hudson is laying down a bed of organ as if unrolling coils of sod to create a new lawn, Robbie Robertson answers Dylan’s vocals with perfect guitar fills, and the harmonies during the chorus from Rick Danko are, as always, heavenly. At this point in the song’s creation, the chord progression and chorus are complete:

Whoo-ee, ride me high
Tomorrow’s the day
My bride’s a-gonna come
Whoo-ee, are we gonna set
Down into the easy chair.

The chorus is fun and engaging. The feel of the words in the chorus matches the breezy chord progression. In fact, it’s as lighthearted as two lovers falling into an easy chair. Many people refer to their wife as their bride, but it’s also fun to consider that a mail-order bride will be arriving any day. 

In this first take of “You Ain’t Goin’ Nowhere,” the verses have not been written. It’s obvious that Dylan is improvising:

Now, look here dear Soup
You best feed the cat
The cat needs feedin’
You’re the one to do it
Get your hat, feed the cat
You ain’t goin’ nowhere.

Dylan’s character names are never better than during The Basement Tapes period. Soup joins Silly Nelly, Tiny Montgomery, Turtle, Mouse, Skinny Moo, and Half-track Frank. The song’s narrator is insistent about Soup feeding the cat. Perhaps a cat is in the actual basement with Bob and the boys while they are recording, purring and rubbing against everyone’s legs. Dylan is doing a spoken-word, narration delivery, using his hilarious timing: “Get your hat,” pause, “feed the cat.”

In the second verse, much like the possibility of an actual cat being present while Dylan is making up words, he also comments on the act of performing the song:

Look here you bunch of basement noise
You ain’t no punchin’ bag.

They are certainly producing “basement noise,” but Dylan good-naturedly knows the quality of the music they are making, and he’ll defend it to anyone; they “ain’t no punchin’ bag.” What else is on Dylan’s mind? Business matters that he probably needs to attend to:

Now look here, you pile of money
You best go there to find a file.

The way Dylan is so dismissive towards the “pile of money” it’s obvious he’d rather be making basement noise instead. And who wouldn’t? The band is on point, eager and willing to follow Dylan down whatever musical path he wants to explore in the basement. This version ends with another perfect Robbie Robertson guitar solo. 

Dylan knows he has something with “You Ain’t Goin’ Nowhere,” especially the easy-going chord progression and the vocal arrangement for the chorus. The song needs a proper set of lyrics for the verses. It’s not difficult to imagine Dylan running upstairs, jotting downs some words, and rushing back to the basement to record the song again, this time with composed lyrics for the verse to match the chorus:

In take two of “You Ain’t Goin’ Nowhere,” Dylan expands on the idea of sayin’ put, right in that easy chair:

Clouds so swift, rain won’t lift
Gate won’t close, the railings froze
Get your mind off wintertime
You ain’t goin’ nowhere.

The first verse feels like a meteorological report, ending with a gentle bit of advice, “Get your mind off wintertime.” These words have a feeling of overheard statements from a rural, upstate New Yorker with Dylan trying on this character’s voice. 

In the third verse, we start to see the influence of the nursery rhymes:

Buy me a flute an’ a gun that shoots
Tailgates ‘n’ substitutes
Strap yourself to the tree with roots
You ain’t goin’ nowhere.

The images here are seemingly arbitrary, but the rhyme scheme is what’s important. It’s a delightful verse to sing or recite, especially to a young child. Also the line “Strap yourself to the tree with roots,” in addition to connecting to the stayin’ put theme, has a sense of a Mother Goose tale telling about someone who lives inside the root system of a tree by choice, or even a sense of obligation. The next verse continues the nonsense rhymes:

Genghis Khan, he could not keep
All his kings supplied with sleep
We’ll climb that hill no matter how steep
When we come up to it.

Again, there is randomness to these lines. Why are Genghis Khan’s kings sleep-deprived and why is it incumbent on Khan himself to supply them with the necessary rest? The last two lines have the feel of a folksy aphorism at home in a nursery rhyme. The rhyming, the characters, the weather, the adages, the carefree melody — one wonders if Dylan came home and sang the song to his kids at bedtime the night after recording the song. 

The song might have been forgotten if not for Garth Hudson recording everything in the basement. Perhaps needing a source of income since Dylan was not touring at the time, a selection of songs was shared with other artists in hopes that they would cover heretofore unheard Dylan compositions. The Byrds — who had a long history of recording Dylan compositions — elected to tackle “You Ain’t Goin’ Nowhere”:

This was the first track on The Byrds’ 1968 release Sweetheart of the Rodeo. The main sound at the beginning of the track is a pedal steel guitar, signaling the new, country direction that The Byrds had taken with the album. They chose to accentuate the chorus, making it a big, spirited sing-along. The song ends with the chorus repeating endlessly as the sound fades away. 

A few years later when Dylan was preparing 1971’s Bob Dylan’s Greatest Hits Vol. II, Dylan entered the studio with old folk friend Happy Traum to record a few tunes. According to Traum,

“[Dylan] felt there were some songs that he had written that had become hits of sorts for other people, that he didn’t actually perform himself…and he wanted to fit those on the record as well…So we just went in one afternoon and did it, it was just the two of us and the engineer, and it was very simple…we chose three [songs] on the spot and mixed them…in the space of an afternoon…Sometimes I wasn’t even sure if it was a final take until we would just finish and Bob would say, ‘Okay, let’s go and mix it.'”

One of the selections that Traum and Dylan recorded was “You Ain’t Goin’ Nowhere”:

The song has been revamped by Dylan and Traum. The tempo is a bit faster, Dylan sings a melody for the verses rather than a spoken word delivery, and there are harmonica solos throughout after little harmonica during The Basement Tapes. Most of all, Dylan has once again completely rewritten the verses’ lyrics starting with the opening:

Clouds so swift an’ rain fallin’ in
Gonna see a movie called “Gunga Din”
Pack up your money, pull up your tent McGuinn
You ain’t goin’ nowhere.

We still get “Clouds so swift” to begin the song, but this time the rain is “fallin’ in,” perhaps only to create the rhyme with Gunga Din, the name of a 1939 adventure movie starring Cary Grant. The next line — “Pack up your money, pull up your tent McGuinn” — is actually a tweak of Roger McGuinn, the leader of The Byrds. In 1997 reissue of Sweetheart of the Rodeo, McGuinn wrote that Dylan name-checked him in this new version of “You Ain’t Goin’ Nowhere” because he had switched the lyrics to “Pack up your money / Pick up your tent” from “Pick up your money / Pack up your tent.” Come on, Rog, only Dylan gets to change the lyrics to his songs!

Even when rewriting the song, Dylan keeps the nursery rhyme feel to the song:

Buy me some rings an’ a gun that sings
A flute that toots an’ a bee that stings
A sky that cries an’ a bird that flies
A fish that walks an’ a dog that talks.

Since originally writing the song for The Basement Tapes, Dylan has added two more children to his family, both would have been under the age of three. Once again, the rhymes and imagery in this verse would be more than suitable to sing to young children. Dylan retains certain images from the original verse, the gun and the flute, and while not singing the word “substitutes,” he has kept the third syllable sound of that word by singing “toots.” The last line in the new verse — “A fish that walks an’ a dog that talks” — is brimming with wonderful images, perfect for entertaining a young child. By further emphasizing this sensibility in “You Ain’t Goin’ Nowhere,” Dylan is following in the tradition of songwriters writing songs for children, including his early folk music hero, Woody Guthrie. Guthrie recorded an album of children’s songs called Songs to Grow on for Mother and Child. The record includes the song “Bling-Blang” which bears a resemblance to “You Ain’t Goin’ Nowhere”:

The 1971 version of “You Ain’t Goin’ Nowhere” ends with Dylan and Traum’s beautiful harmonies during the chorus one more time. And why not? The sound they are producing is full of joy and must have been fun to record. 

Since The Byrds and Dylan’s recordings of “You Ain’t Goin’ Nowhere,” the song has been covered by a number of artists including Counting Crows, Old Crow Medicine Show (two “crow” bands), Earl Scruggs, Phish (whose version includes an intriguing transformation of the third line to “keep your mind off wind and time”), a zydeco version by Terrance Simien, a trio performance at The 30th Anniversary Concert Celebration by Mary Chapin-Carpenter, Roseanne Cash, and Shawn Colvin, and many others. I once spotted the words and chords of “You Ain’t Goin’ Nowhere” in a book of easy songs to play on the guitar. It’s become a kind of campfire song with its simple chord progression, easy melody, fun lyrics, and the rousing, inviting chorus. Among many honors and awards that Bob Dylan has received, having a song that he composed becoming a campfire staple and a nursery rhyme for children is an entirely different, yet notably enduring distinction. 

Image: Eulalie Osgood Grover and Frederick Richardson. Mother Goose. [Chicago ; New York etc.: P.F. Volland, 1915] Pdf. Retrieved from the Library of Congress.

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