I seen an old fighter, tired and in trouble
Who just couldn't take anymore
Somethin' inside him kept fighting to finish
With only his feet on the floor-yeah

Lord, I know that it's worth any price you could pay
To see truth in whatever disguise
But I'd payed double for one look of pleasure
A piece of relief in his eyes.

Chorus:
Ain't that clown, laughin' like crazy
Ain't his eyes empty and deep
Don't he sound sad as a baby
When she cries out in her sleep

We measured the space between Waylon and Willie
And Willie and Waylon and me
But there wasn't nothin' like Billy Joe Shaver
Where Billy Joe Shaver should be
When he showed up sick later all bit by a spider
And crazy to look in the eye
He put on a show that was sad as it should of been
And nobody even knew why

Chorus:
Ain't that clown laughin' like crazy
Ain't his eyes empty and deep
Don't he sound sad as a baby
When she cries out in her sleep