This song is a four minute plea to a girl to stay together as friends. The girl appears to think that the narrator wants to progress their friendship, but the narrator continually assures her that "All I really want to do, is baby, be friends with you." This was likely to have been inspired by Dylan's separation from Suze Rotolo, who he dated between 1961 and 1964. This formed part of Dylan's acoustic set on July 24, 1965 at the Newport Folk Festival.

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