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The Meaning of Bob Dylan’s “Lay Lady Lay”

Bob Dylan’s 1969 song “Lay Lady Lay” stands out for being one of his first crooning ballads, introducing a much smoother singing style from the the singer who had already become known for a harsher vocal sound.

The melodic tune was initially commissioned for the iconic 1969 film Midnight Cowboy, starring Dustin Hoffman, Jon Voight, and Sylvia Miles. Dylan didn’t submit it to director John Schlesinger in time for it to make the soundtrack. Instead, it appeared on his 1969 album Nashville Skyline, and was later released as a single, becoming his final top 10 hit in the United States until 2020’s “Murder Most Fowl.”

Many have said the song is about his then-wife, Sarah Lowndes. In 2020, an interview from 1971 was released in which Dylan revealed that he had initially planned to record the track as a duet with Barba Streisand.

“Lay Lady Lay” Lyrics Meaning

Lyrically, “Lay Lady Lay” is one of Dylan’s most simple and accessible songs. By 1969 had already made a name for himself as a poetic songwriter with poignant hits like “Blowin’ in the Wind”, “The Times They Are a-Changin’,” and “Positively 4th Street.” With “Lay Lady Lay,” Dylan takes a gentler, more straightforward approach to songwriting.

Verse One

Lay, lady, lay
Lay across my big brass bed
Lay, lady, lay
Lay across my big brass bed
Whatever colors you have in your mind
I’ll show them to you and you’ll see them shine

First verse to “Lay Lady Lay” by Bob Dylan.

Right away Dylan leans into the refrain that drives the song, which also happens to be the song’s title. He presents an image of a woman lying on a bed of brass, in a peaceful moment of intimacy.

He promises to make her most colorful imaginations come true. This could be Dylan’s way of saying that he will bring out the best in his lover, and help her reach her full potential.

Verse Two

Lay, lady, lay
Lay across my big brass bed
Stay, lady, stay
Stay with your man awhile
Until the break of day, let me see ya’ make him smile
His clothes are dirty but his, his hands are clean
And you’re the best thing that he’s ever seen

Second verse “Lay Lady Lay” by Bob Dylan.

Again, the refrain to start the verse, and then a request. He hopes that she will stay all night long, until the morning, and make him smile.

This is ripe with innuendo, but it’s a sweet and gentle kind of love that Dylan alludes to. When he sings of his clothes being dirty, he means that he works hard. His hands being clean is a symbol of his virtue and devotion, and also of literally cleaning up for his woman.

Another request for her to stay, followed by the bridge.


Why wait any longer for the world to begin
You can have your cake and eat it too
Why wait any longer for the one you love
When he’s standing in front of you

Bridge to “Lay Lady Lay” by Bob Dylan.

Apparently these two are not engaged in an active relationship, and Dylan is encouraging her to take the next step with him. He explains that she can have her freedom while also enjoying the comfort of the relationship. It’s a mark of his dedication.

He continues, asking her why she would wait around for love when there’s a great man right in front of her face. The underlying message is that perhaps she doesn’t share his level of devotion.

Verse Three

Lay, lady, lay
Lay across my big brass bed
Stay, lady, stay
Stay while the night is still ahead
I long to see you in the morning light
I long to reach for you in the night

Third verse to “Lay Lady Lady” by Bob Dylan.

This verse further hints at a disconnect in the relationship, and perhaps of passing time. Dylan switches from a present-moment desire to one of longing, suggesting that she is no longer present in his big brass bed, and he wishes that she would come back.

In the end, “Lay Lady Lay” displays Dylan’s knack for a different kind of songwriting, in which he manages to tell a deeper story with just a few lines, and most of them repeated to boot.

Listen to “Lay Lady Lay” by Bob Dylan below.

Bob Dylan – “Lay Lady Lay” (1969)

Sample on Kid Cudi’s “Highs N Lows” (2008)

Many millennials first heard the mellow slide guitar from “Lay Lady Lay” as the sample to Kid Cudi’s “Highs N Lows,” a 2008 mixtape single from before the artist released his debut Man on the Moon album in 2009. This was from the same era that produced the iconic songs on that album, although “Highs N Lows” itself didn’t make the album. Perhaps because of the sample?

Either way, it’s an excellent example of cross-genre mashing in high quality hip-hop music, and how this kind of sampling can help people discover different types of music. In a way, Kid Cudi kept “Lay Lady Lay” that much more alive for the next generation.