It Takes a Lot to Laugh, It Takes a Train to Cry Lyrics
Can't buy a thrill.
Well, I've been up all night, baby,
Leanin' on the window sill.
Well, if I die
On top of the hill
And if I don't make it,
You know my baby will.
Shinin' through the trees?
Don't the brakeman look good, mama,
Flagging down the "Double E"?
Don't the sun look good
Goin' down over the sea?
Don't my gal look fine
When she's comin' after me?
The windows are filled with frost.
I went to tell everybody,
But I could not get across.
Well, I wanna be your lover, baby,
I don't wanna be your boss.
Don't say I never warned you
When your train gets lost.

A good poet only tips his hand once or twice a work. Dylan's face card is the fact that this is a male train. Having worked for BNSF railroad, I remember only two passengers on a mail train, the engineer and the caboose-man. You can guess which one Dylan is. Can't you see him leaning on the window sill like engineers do? If you are going to bother to essay a poem, your explanation better ring true in every single word of the work, anything less is an insult to the effort the poet made. No poet will essay a work because tombs are interesting but living things are fascinating. However, if your interpretation even pushes at the thoroughness of the poets effort, I think even a poet like Dylan, a mind who was very hard for anybody to pin down, enjoys the effort. Afterall, it is just one mans thoughts and the poem still walks. What do mail trains deliver? Mail--messages, and Dylan's overwhelming message was revolution. The winter is coming. The second face card here is the greatest line of the poem--"I want to be you lover baby, i don't want to be your boss. This is a love poem from a revolutionary, the engineer on a train of messages. Dylan doesn't want or need a follower, you may look good "running after me" but that won't last for long. So, what does one need to be to hold onto Dylan. He tells us, a break man, a double E, the sun, the sea. That is, a participant, not a follower. This particular follower runs after the engineer pretty hard, so much so that the engineer is convinced that even if the train can't make to the top of a hill, the girl will catch the train there. That must be a pretty heavy anchor for a revolutionary. I begin to imagine how lonely Dylan might have been, finding a break man or the sun or the sea would be darned near impossible. In Dylan's words, "Can't buy a thrill." So, he has been up all night, knowing that this girl he loves chases hard, but that is not enough. Eventually the revolutionay will grow tired of a follower. After all, he has warned her that the train will eventually get lost.
Sorry, no chance to edit--it is a "mail" train.
Sorry, no chance to edit--it is a "mail" train.
@icecreaman or maybe one would submit that your typo was a mere Freudian slip and really Dylan was delivering a giant gay message !! Talk about a revolution, haha sorry couldn’t resist. However, absolutely loved your thoughts on this absolute gem of a song. We need Dylan more then we need a revolution, and we need to chase him in our own independent lane far away but connected and cemented with love.
@icecreaman or maybe one would submit that your typo was a mere Freudian slip and really Dylan was delivering a giant gay message !! Talk about a revolution, haha sorry couldn’t resist. However, absolutely loved your thoughts on this absolute gem of a song. We need Dylan more then we need a revolution, and we need to chase him in our own independent lane far away but connected and cemented with love.

Ditto, BraveSirRobin. It's only as I have grown older (sigh) that the beauty of Dylan's music has hit me, hit me hard.

A good version of this on the "Super Session" album with Al Kopper,Mike Bloomfield and Stephen Stills. I'm not sure if the lyrics are to be taken literally or if there's a hidden meaning eg. "train" is a commonly used expression for sex drive.

lol! i like it, i think its ballad of a thin man too that sounds extremely sexual in places.
Seems to me its a song in a similar vein to "To Ramona," he's talking to a girl in both songs and appears to be advising her on how not to get lost. It comes just after "Like A Rolling Stone" on the album too, a song in which the girl's train clearly has got lost.
The first verse implies he is making a journey (perhaps life) and the last implies that the girl is following/wants to follow him.
The moon through the trees and the sun going down over the sea also imply perhaps a transition? Perhaps generally of time. He is trying to help the girl keep up with time maybe, when the girl in "Like A Rolling Stone" failed to do so.
Its also a very 'On The Road' style song and reminds me of 'Its All Over Now Baby Blue' - the ideas that everything is temporary, the importance of being able to adapt and move on and re-invent yourself.

And if I die on top of the hill (if I don't have my "big moment") You know my baby will (she'll have hers)

jerry garcia does a good cover of this

Of all the 'why the hell does this never feature in all-time fave Dylan songs lists' the omission of 'It Takes A Lot to Laugh, it Takes a Train to Cry' has me scratching my head more than most. Perhaps it's because it's one of the first Dylan songs I truly fell in love with. A perfectly paced gem.

I did a lot of research on this. I found Double EE refers to Ellis and Eastern Company, a railroad line, and for a time their marking was EE. The routes they serviced would be easily accessed by Dylan, Grateful Dead and Warren Zevon, who all include Double EE in their lyrics.

"This is an autobiographical song"
Considering when Dylan wrote this song- 1965- weed, fame, electric transition, and settling down to marriage with Sara- becomes a bit clearer.
"If I die on top of the heeeeeeeeeeeeeeeel-"
Maybe, the narrator is so high he feels he might lose control of everything. Dylan, at the time, wasn't only regularly stoned, but also high in fame, expectations from fans and the media, criticism, etc. Have you seen those dumbasses asking him the questions in the San Francisco conference? It probably drove him crazy, yet I'm sure it still felt nice to have such a great buzz as a rock n roll star "on top of the hill."
But- no matter what happened- he's finally found stability with Sara.
"If I don' make it. YaknowmyBAbyWEEEl."
Not what I'd call his BEST lyrics- but the music is amazing, the lyrics are cool and it goes PERFECTLY on the album after Tombstone Blues.

He feels as if the message he is trying to convey is clouded, the windows are filled with frost. All of the imagery here is obscure the sun looks good as it is disappearing over the sea, the moon looks good shining through the trees. And he can't get across to the girl or people coming after him/ following him up the hill... The wintertime is coming, big changes are coming and everyone is following him (don't be surprised if following him leads to a place that is different than what it originally seemed to be).
I took affection to this song when there were lots of changes in my life and I had only been facing them with depression or disconnect with my environment and dissillusion with the future... One of my favorite songs ever! (All just my opinion)