'Memphis; The Blues' by Zach Bryan with J.R. Carroll - Lyrics & Meaning

Almost a year after first releasing ‘Memphis; The Blues’ with John Moreland, Zach Bryan announced that he'd be removing Moreland from the track, and replacing him with his good friend and longstanding band-mate, J.R. Carroll. The revamped version of ‘Memphis; The Blues’ arrived on Wednesday, June 11th 2025.

The switch-up came as a result of John Moreland's surprising criticism of Zach Bryan in May 2025, with Moreland dismissing Bryan as an “off-brand version of me” in light of the news that the latter had sold his publishing catalogue for a staggering $350 million.

As a result of this spat, Zach Bryan confirmed he'd be cutting John Moreland from ‘Memphis; The Blues’, which was originally released on his 2024 album, The Great American Bar Scene. Although they've been writing and performing together for years, this is the first time Carroll appears on one of Bryan's songs as a credited vocalist.

'Memphis; The Blues' sounds far removed from the genre the song title suggests. Instead, the song is all acoustics, shimmering strings and shuffling rhythms, as a crystal clear dulcimer cries and a distant snare drum crackles and pops.

While no Memphis blues resound from the sparse folk track, the style's trademark feeling permeates the tune. On the reimagined 2025 version of ‘Memphis; The Blues’ with J.R. Carroll, the intricate composition is kept largely the same, with Carroll's stirring vocals accentuating the wistful, nostalgic ambience of the track.

“Rain started fallin' on the roof that mornin'
It was early summertime
We fogged up the rear window of my '67, three-hundred, in-line
My lungs have been hurtin'
And it's likely my liver has taken a lickin', too
Them Beale Street boys are handy
With a clap on four and two”

In 'Memphis; The Blues', Bryan equates his need for a lover to the relationship between the city of Memphis, Tennessee and its trademark musical style, the blues – two things that are inseparable.

Opening on what appears to be a loved-up scene in a car's backseat, the lyrics – while, at times, perplexing – unfurl a proclamation of love, one riddled with Beale Street imagery and detailing a kind of familiar affection that can only come with time and understanding.

“The thrill is gone, so slow and easy
Won't you love me tender?
The way you move's a drug
And I am on a lifelong bender
So rest them tired eyes
And let your dress fall to the ground
We're the only ones left
Who love Otis in this town”

Throughout the song, Bryan and Carroll paint a love that has settled into itself. That excitement that comes with a blossoming relationship may have dulled, but what remains is something tender and easy. Still, Bryan sings about being intoxicated by this person, the way they move, the way they simply are. There is an understanding, an appreciation and an admiration between them as they find refuge in each other.

“I need you like Memphis, the blues
I need you like Memphis, the blues”

This relationship has grown into something deeper than mere affection; it's become something as necessary as oxygen, as inseparable as Memphis and the blues.

“Cracked up skies, tried on a couple lives
To find the one that fit
Cold wind comin' and the heat quit runnin'
But you keep my candle lit
Pictures on the wall say it all
With the kinda conviction, make a river burn
You got a skeleton key on a chain around your neck
I got a chain around my heart”

Carroll's croons enter the fray for the next verse, singing of the roads we take and the lives we live on the way to finding our person. Once we finally do, they sustain us in a way, fanning our flame through the bitter cold and keeping safe the key to our hearts.

Eventually, they become the thing we can't be without, the way Memphis needs the blues.

“I need you like Memphis, the blues...”

Ahead of dropping the album, Bryan shared the preface to The Great American Bar Scene, in which he insightfully delved into some of the subtler details of the record. He explained, “The making of this album tested me and everyone close to me."

While the explanation didn't specifically cite 'Memphis; The Blues', it did touch on the deeply personal pursuit the project became to the ‘I Remember Everything’ hitmaker.

"It drove me to my ends and my beginnings," he continued. "I saw the lights of Paris after saying I would for ten years, rode the coast of Australia with a beautiful woman, was locked in a pub until 7am in Ireland, walked my favorite street in New York over a hundred times, thought I was going to bleed out in a field in Tennessee, spent a few hours in handcuffs, hugged my grandma more than a few times, layed in the grass of my mother's hometown, sang ‘State Trooper’ in a bar South of Boston and wrote something that I think was important. I wrote and produced all of these with the help of some truly great friends. I finally felt like I's making music again. If you don't like it I assume it's not intended for you. Grab your beers through tears and fears, ‘the Great American Bar Scene’.”

When re-releasing ‘Memphis; The Blues’ with J.R. Carroll, Zach Bryan gushed, “Memphis; The Blues is back out with @jrvcarroll...Promise is a promise. Honored to have done this with one of my best friends in the world. Catch us belting this in Europe and across the states all summer...Thank you brother and we love u guys”. Carroll, meanwhile, endearingly expressed his trepidation ahead of the release, “Cats out of the bag I am so nervous pls don't be mean to me I tried my best”.

Rain started fallin' on the roof that mornin'
It was early summertime
We fogged up the rear window of my '67, three-hundred, in-line
My lungs have been hurtin'
And it's likely my liver has taken a lickin', too
Them Beale Street boys are handy
With a clap on four and two

The thrill is gone, so slow and easy
Won't you love me tender?
The way you move's a drug
And I am on a lifelong bender
So rest them tired eyes
And let your dress fall to the ground
We're the only ones left
Who love Otis in this town

I need you like Memphis, the blues
I need you like Memphis, the blues

Cracked up skies, tried on a couple lives
To find the one that fit
Cold wind comin' and the heat quit runnin'
But you keep my candle lit
Pictures on the wall say it all
With the kinda conviction, make a river burn
You got a skeleton key on a chain around your neck
I got a chain around my heart

Church bells ringing in the air down the hill from the house where you were born
I said, "Baby, don't you think we ought to live a little bit
Before Gabriel blows his horn?"

I need you like Memphis, the blues
I need you like Memphis, the blues

I need you like Memphis, the blues
I need you like Memphis, the blues
I need you like Memphis, the blues
I need you like Memphis, the blues

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