Nobody feels any pain
Tonight as I stand inside the rain
Everybody knows
That Baby's got new clothes
But lately I see her ribbons and her bows
Have fallen from her curls.
She takes just like a woman, yes, she does
She makes love just like a woman, yes, she does
And she aches just like a woman
But she breaks just like a little girl.

Queen Mary, she's my friend
Yes, I believe I'll go see her again
Nobody has to guess 
That Baby can't be blessed
Till she sees finally that she's like all the rest
With her fog, her amphetamine and her pearls.
She takes just like a woman, yes, she does
She makes love just like a woman, yes, she does
And she aches just like a woman
But she breaks just like a little girl.

It was raining from the first
And I was dying there of thirst
So I came in here
And your long-time curse hurts
But what's worse
Is this pain in here
I can't stay in here
Ain't it clear that--

I just can't fit
Yes, I believe it's time for us to quit
When we meet again
Introduced as friends
Please don't let on that you knew me when
I was hungry and it was your world.
Ah, you fake just like a woman, yes, you do
You make love just like a woman, yes, you do
Then you ache just like a woman
But you break just like a little girl.

Documentation

This song was written and recorded by Bob Dylan, appearing first on his Blonde on Blonde album in 1966.  

Dylan wrote this ballad on Thanksgiving Day 1965 while on tour in Kansas City. It was allegedly inspired by Warhol factory pin up girl Edie Sedgwick, a pin-up girl who appears in sleeve photos to Blonde On Blonde and died of a drug overdose in 1971. It could also be about his relationship with fellow folk singer Joan Baez. 
Dylan has performed this song more than any other. 
Some women's groups criticized this because of its disparaging lyrics. 

It has been covered by various artists including The Byrds, Joe Cocker, George Harrison, BB King, John Lee Hooker, The Hollies, Nina Simone, Rod Steward, and John Waite.

Rick performed part of this song at the Borders acoustic performance in Bakersfield, CA on 4/18/04