I can’t wait, wait for you to change your mind
It’s late, I’m trying to walk the line
Well, it’s way past midnight and there are people all around
Some on their way up, some on their way down
The air burns and I’m trying to think straight
And I don’t know how much longer I can wait

–

…the version [of Can’t Wait] he finally went with on Time Out of Mind makes a pig’s ear out of a prize-winning sow.
~Clinton Heylin (Still on the Road: The Songs of Bob Dylan Vol. 2, . 1974-2008)

–

…one day Bob comes in, sits at the piano, and plays this song, ‘Can’t Wait’. And this is a gospel version. Tony starts playing this real sexy groove with him, and Bob is hammering out this gospel piano and really singing. The hair on my arms went up. It was stunning. Luckily, I was recording. We were thinking, ‘If this is going to be anything like this, this record is going to be unbelievable.’
~Mark Howard (Engineer on Time Out Of Mind) about the early version – “Oxnard version”

–
Time out of mind version:

• The Bootleg Series Vol. 8: Tell Tale Signs: Rare and Unreleased 1989–2006  = TTS
• Time Out Of Mind = TOOM

–

Can’t Wait is located @ #150 on my top 200 Dylan songs list. The “Oxnard version” (released in 2008 on TTS) however would  surely have ended up inside of top 100, maybe even top 75. This version has a more naked sound, better vocals & I like the lyrics better.

But the TOOM version is also very good, certainly not a pig’s ear….

Here ‘the air burns’. Dylan sounds like Howlin’ Wolf, his head ‘caught in a trap’, though as Paul Williams points out, he also sounds like a ‘sly dog’. The music is more sprightly, and Dylan ha a hint of threat in his voice, buoyed up by the slowed-down blues beat, swamp rock with teeth. What Nick Johnstone described as ‘big echoey chambers, swampy, haunting looping drums, the lonesome guitars and Dylan’s voice old, gnarled & corroded’.
~Brian Hinton (Bob Dylan Album file & Complete Discography)

–

[Time Out of Mind] is the first album I’ve done in a while where I’ve protected the songs for a long time.
~Bob Dylan (to Nick Krewen, August 1997)

Time Out Of Mind – released September 30, 1997

Time Out of Mind is the thirtieth studio album by the American singer-songwriter Bob Dylan, released on September 30, 1997 by Columbia Records. It was his first double studio album (on vinyl) since Self Portrait in 1970. It was also released as a single CD.

For fans and critics, the album marked Dylan’s artistic comeback after he struggled with his musical identity throughout the 1980s; he hadn’t released any original material for seven years, since Under the Red Sky in 1990. Time Out of Mind is hailed as one of Dylan’s best albums, and it went on to win three Grammy Awards, including Album of the Year in 1998. Also, the album is ranked number 408 on Rolling Stone’s list of The 500 Greatest Albums of All Time in 2003.

Check out: Bob Dylan: Time Out Of Mind (released September 30, 1997) – article here @ alldylan.com

Known studio recordings:

• jam session, somewhere… probably Malibu CA, August-September 1996 – not released*
• Real Music Studios, Oxnard CA, September-October 1996 – released on TTS – disc 1
• Criteria Studios, Miami FL, January 21, 1997 – released on TTS – disc 3 (Bonus disc on TTS deluxe edition)
• Criteria Studios, Miami FL, January, 1997  – released on TOOM

* I’ve never heard this version.. If anyone reading this can point me in the right direction that would have been much appreciated.

First known performance:

• Mississippi State University, Starkville MS, October 24, 1997.

–

Lyrics

I can’t wait, wait for you to change your mind
It’s late, I’m trying to walk the line
Well, it’s way past midnight and there are people all around
Some on their way up, some on their way down
The air burns and I’m trying to think straight
And I don’t know how much longer I can wait

I’m your man, I’m trying to recover the sweet love that we knew
You understand that my heart can’t go on beating without you
Well, your loveliness has wounded me, I’m reeling from the blow
I wish I knew what it was keeps me loving you so
I’m breathing hard, standing at the gate
But I don’t know how much longer I can wait

Skies are grey, I’m looking for anything that will bring a happy glow
Night or day, it doesn’t matter where I go anymore, I just go
If I ever saw you coming I don’t know what I would do
I’d like to think I could control myself, but it isn’t true
That’s how it is when things disintegrate
And I don’t know how much longer I can wait

I’m doomed to love you, I’ve been rolling through stormy weather
I’m thinking of you and all the places we could roam together

It’s mighty funny, the end of time has just begun
Oh, honey, after all these years you’re still the one
While I’m strolling through the lonely graveyard of my mind
I left my life with you somewhere back there along the line
I thought somehow that I would be spared this fate
But I don’t know how much longer I can wait

The other two versions

However, the 2008 release of Tell Tale Signs (The Bootleg Series Vol. 8) reveals ‘Can’t Wait’ to be a song
only captured on CD after it had (long) exceeded its ‘best by’ date. On this expansive overview of the ‘detritus’ from Dylan’s 1989- 2006 output, fans were given two alternate visions of the song, both radically different from – and markedly superior to – the one on the 1997 album. The first came from the fall 1996 Oxnard sessions; the second from Criteria, at a time when the song was already threatening to defeat the man (the latter is dubbed ‘psychedelic mix’ in the TTS notes).
~Clinton Heylin (Still on the Road: The Songs of Bob Dylan Vol. 2, . 1974-2008)

‘psychedelic mix’ – OK version

—>Available on “The Bootleg Series Vol. 8: Tell Tale Signs: Rare and Unreleased 1989–2006” three-CD version.

Oxnard versions – GREAT version

 

Jeff Rosen called me a couple of months ago and said he was thinking or releasing the demo version of “I Can’t Wait”. That was my demo, which was done at my theatre. I was renting a theatre at the time in a place called Oxnard [California]. I had my shop set up there for a while. So Bob Dylan would roll down to the teatro, cos it was a Spanish town. That’s where we did the demos for Time Out Of Mind, and out of that demo session came some lovely things, including that version of “I Can’t Wait”, which I feel has a lot of thunder in it. It’s very stripped down ’cause it’s piano – Bob on my lovely turn of the century Steinway, which has a roaring bass in it; me on my goldtop 1956 Les Paul, through a Vox, and Pretty Tony on the drums, who was a friend of mine who stopped by the help with the demos. I was sad to abandon that version, ’cause I think it has lot of rock’n’roll in it.
~Daniel Lanois (to Uncut Magazine)

Lyrics

I can’t wait
Wait for you to change your mind
I can’t wait
Waiting just making me go blind

Do you ever lay awake at night
Your face turned to the wall
Drowning in your thoughtlessness
And cut off from it all

I don’t know
Maybe for you it’s not that late
But as for me
Don’t know how much longer I can wait

It’s got to end
Everything about it just feels wrong
I pretend
Being close to her is where I don’t belong

Well my back is to the sun
Because the light is too intense
I can see what everybody
In the world is up against

I’ll stay here
Where I can feel the hand of fate
And I don’t know
How much longer I can wait

Skies are grey
Life is short and I think of her a lot
I can’t say
If I want the pain to end or not

Well the blindness overtaking me
Is beating like a drum
I don’t know where it starts
Or where it’s coming from

That’s how it is
Well, try to concentrate
And I don’t know
How much longer I can wait

I been drinking
Drinking forbidden juices
I been living
Living on lame excuses

My hands are cold
The end of time has just begun
I’m getting old
Anything can happen now to anyone

I walk across the floor
‘Til I wear out my shoes
You think you’ve lost it all
There’s always more to lose

I’m so clear
She can keep my head on straight
And I don’t know
How much longer I can wait

–

This part:

Well my back is to the sun
Because the light is too intense
I can see what everybody
In the world is up against

Was actually used in “Sugar Baby” (from Love & Theft (2001)).

–

Live versions

Can’t Wait has been performed 188 times live by Dylan.

The heavy years were 1997  (32), 1998 (64) & 1999 (29). He performed it six times in 2012, last performance –  @ Port Chester, New York – 4 September 2012.

Here are a couple of Great performances:

Shoreline Amphitheater
Mountain View, California
26 September 1998

• Bob Dylan (vocal & guitar)
• Bucky Baxter (pedal steel guitar & electric slide guitar)
• Larry Campbell (guitar)
• Tony Garnier (bass)
• David Kemper (drums & percussion)

–

New Daisy Theater
Memphis, Tennessee
5 February 1999

• Bob Dylan (vocal & guitar)
• Bucky Baxter (pedal steel guitar & electric slide guitar)
• Larry Campbell (guitar)
• Tony Garnier (bass)
• David Kemper (drums & percussion)

–

Velódromo Luis Puig
Valencia, Spain
15 April 1999

–

Guildhall
Portsmouth, England
24 September 2000

–

Alcatraz
Milan, Italy
22 June 2011

–

Sources: 

• Clinton Heylin – Still on the Road: The Songs of Bob Dylan Vol. 2, . 1974-2008
• Paul Williams – Bob Dylan: Mind Out of Time – Performing Artist 1986-1990 and Beyond
• Brian Hinton – Bob Dylan Album file & Complete Discography
• Wikipedia
• Uncut Magazine
• Olof’s – Still On The Road
• dylanchords.info

-Egil