When in disgrace with fortune and men's eyes
I all alone beweep my outcast state,
And trouble deaf heaven with my bootless cries,
And look upon myself, and curse my fate,
Wishing me like to one more rich in hope,
Featured like him, like him with friends possessed,
Desiring this man's art, and that man's scope,
With what I most enjoy contented least;
Yet in these thoughts my self almost despising,
Haply I think on thee, and then my state,
Like to the lark at break of day arising
From sullen earth, sings hymns at heaven's gate;
   For thy sweet love remembered such wealth brings
   That then I scorn to change my state with kings.

It is uncertain whether the state of disgrace referred to in this sonnet is a real or imaginary one, for we have no external evidence of a dip in Shakespeare's fortunes which might have contributed to an attack of melancholy and a subsequent castigation of fate as the perpetrator. It is tempting to relate works to periods in an author's life. Certainly the years in which Shakespeare wrote Lear and Timon of Athens seem not to have been the happiest of times, but it is almost impossible to correlate particular events in his life, and the possible emotional crises that they could have produced, with publication dates, or known dates of production of his plays. (See further notes on SonnetXXIX. )


The sorrow quoted here might be more rhetorical than real, being part of the sonnet tradition, in which many misfortunes contrive to make the lover unhappy. It also serves to highlight the great joy which ends the poem, when he thinks once more on his beloved, as in the psalms, and rises above the clouds.

The 1609 Quarto Version

When in diſgrace with Fortune and mens eyes,
I all alone beweepe my out-caſt ſtate,
And trouble deafe heauen with my bootleſſe cries,
And looke vpon my ſelfe and curſe my fate.
Wiſhing me like to one more rich in hope,
Featur'd like him,like him with friends poſſeſt,
Deſiring this mans art,and that mans skope,
With what I moſt inioy contented leaſt,
Yet in theſe thoughts my ſelfe almoft deſpiſing,
Haplye I thinke on thee, and then my ſtate,
(Like to the Larke at breake of daye ariſing)
From ſullen earth ſings himns at Heauens gate,
   For thy ſweet loue remembred ſuch welth brings,
   That then I skorne to change my ſtate with Kings.


1. When in disgrace with fortune and men's eyes
To be in disgrace with fortune is presumably to be not favoured by her (taking fortune to be the goddess of 111).
O! for my sake do you with Fortune chide,
The guilty goddess of my harmful deeds,
That did not better for my life provide
Than public means which public manners breeds.
Disgrace is a term which would more usually be applied to a demotion or removal from office. Or to a final humiliation and loss of status. Antony on being defeated by Augustus envisages
The inevitable prosecution of
Disgrace and horror
, AC.IV.13.65-6.
In this sonnet the word seems to relate more to a failure to achieve status in the first instance, rather than to a subsequent deprivation.

To be in disgrace (in) men's eyes - this possibly refers to some form of public disapprobation, either real or imaginary. What the disgrace was we cannot say. It could be the mere fact of being associated with the theatre, which by many preachers of the day, and by all Puritans, was considered to be a great den of iniquity and a source of many evils. See the passage at the bottom of this page illustrative of Puritan distrust.

2. I all alone beweep my outcast state,
beweep = weep for, bewail; Like bewail and beseem, the word has an archaic and biblical flavour.
my outcast state = my condition of being a social outcast. The condition is probably exaggerated for the sake of effect, and to emphahsise that the speaker sees everything in a gloomy light. Fortune has turned against him and he feels that he does not belong any more to society.
3. And trouble deaf heaven with my bootless cries,
deaf heaven - Heaven (God) turns a deaf ear to his complaints and laments. The parallel is drawn with Job in the Old Testament, who was cast out on a dung heap and bewept his mournful state.
bootless = to no avail, achieving nothing.
4. And look upon myself, and curse my fate,
And look upon myself - as the outcast contemplates his own fallen state.
curse my fate - another echo from the Book of Job in the Bible:
After this Job opened his mouth and cursed his day. And Job spake and said: Let the day perish wherein I was born, and the night in which it was said, 'There is a man child conceived'. Let that day be darkness, let not God regard it from above, neither let the light shine upon it. etc. Job.III.1-4.
5. Wishing me like to one more rich in hope,
Wishing myself to be like one who is more richly endowed with all manner of blessings, including wealth.
6. Featured like him, like him with friends possessed,
Featured like him, like him = with features like this person, like this second person having friends, like this third, desiring his skills (line 7) etc.
7. Desiring this man's art, and that man's scope,
this man's art = the skill that one particular person has; that man's scope = the capability, range, mental ability that another particular person has.
8. With what I most enjoy contented least;
It is unspecified what he most enjoys, but evidently, in his despondency, things which ought to give him enjoyment do not do so. The implication is that he no longer enjoys the love of his beloved, although that idea is countermanded by the final couplet.
9. Yet in these thoughts my self almost despising,
in these thoughts = while I am engaged in these thoughts
myself almost despising - and almost considering myself to be despicable for being so cast down.
10. Haply I think on thee, and then my state,
Haply = by chance, by a happy stroke of luck;
my state = my mental state, with a suggestion also that his fortune, or the state of affairs in which he finds himself, improves.
11. Like to the lark at break of day arising
There is an echo of this in Cym.II.iii.20-1
Hark! hark the lark at heaven's gate sings,
And Phoebus 'gins arise...
12. From sullen earth, sings hymns at heaven's gate;
sullen = gloomy, dark, miserable;
From sullen earth - the phrase may be taken both with this and with the preceding line. The lark rises from sullen earth, and it also sings hymns which rise up from the earth to the gate of heaven, or, as it sings, it rises from earth towards heaven.
sings - the subject is the lark, but also the poet's soul, which has been liberated by his thinking of his beloved.
13. For thy sweet love remembered such wealth brings
thy sweet love remembered = when I have called to mind your love, when your sweet love springs up again in my memory.
14. That then I scorn to change my state with kings.

Although the primary meaning is that 'I am happier than a king could be, and therefore have no wish to swap places with him' there is a hint of the political meaning of state, i.e. nation state, as in 64:
When I have seen such interchange of state,
Or state itself confounded to decay;

Hence, 'even though I were to have a kingdom, I would not exchange it for the the happiness of knowing you'.


Additional notes

 This sonnet, which introduces notes of disquiet and despondency, follows on from two which recount the pain of separation. It is to lead on gradually to a group of so-called 'estrangement' sonnets, 33-36, in which some cause of rejection or some violation of a pact by one or the other of the two is hinted at. How literally we are to take the words of separation, disgrace and blame is something which we will probably never be able to decide, without the help of some lucky biographical discovery, which in the nature of things is unlikely to occur. There is no doubt that this sonnet paints the picture of the speaker as an outcast, one who is rejected by society, who, because of his extreme isolation, envies almost every other person in the world as being more fortunate. Yet we have no hint at all of what might have brought about this state of affairs.

It would no doubt be helpful if we could establish when the sonnets were written and to whom. As it is we have several suggested dates, and nothing which even approaches moderate certainty, either of the characters involved, or the time of writing. It used to be believed that the sonnets were the early, youthful and frivolous product of a young man's imagination, fit to be out-rivalled by his more mature work. That was the only way to deal at the time with the dubious sexual and passionate nature of the confessions contained in them. Now we can look more unashamedly at such matters, but such openess does not appear to have brought us closer to an understanding of the references to disgrace, shame, blot, fault, outcast state, guilt and sins, which are contained in this and succeeding sonnets.

The other problem that confronts us, in the absence of adequate biographical knowledge, is that we cannot be sure what sort of 'disgrace' in the society of the time might have contributed to the poet feeling himself to be an outcast and inferior to all those whom he knew and observed around him. Was it just the simple fact that he was not on the same level socially as the Earl of Southampton, for example, to whom two of his works were dedicated? But if that is so, the language does seem to be extreme and emotive for such a relatively minor incommodement. Perhaps he overstepped the bounds of social decorum in some way, for example by showing his love for the youth too openly. It can hardly have been considered right and proper that a mere player should become the favourite of an Earl, or a titled person, if indeed the lovely youth was such a person. But even for such an extreme social gaffe, if that is what it was regarded to be, does one need to consider oneself as the equivalent of Job cast out on the dung heap, and would the society of the time be in a position to denigrate a person so desperately that they would lose all hope of continuing in their present condition of life?

In the ordinary course of events, with evidence of mortality all around him, life cannot have been easy for Shakespeare in Elizabethan London.  Some of the despondency found in this and the following sonnet might be due to sorrow for 'precious friends hid in death's dateless night', and that in itself might lead him to 'look upon himself and curse his fate'. These would be friends he had acquired in the theatrical profession, and through his acquaintance with other writers.

Apart from that we know that his only son Hamnet died in August 1596 at the age of eleven, and his father in 1601. His brother Edmund also died in late 1607, while in London. Of writers with whom he was probably familiar Marlowe died in 1593, and Spenser in 1599. There are others who could be added to the list. But although such causes of dejection might well plunge him into fits of melancholy, and might be the cause of many sessions of sweet, silent thought, they do not account for references to blots, stains and disgraces.

I am inclined therefore to interpret this sonnet in a more general sense as being conjoined to mortality and to those conditions which cause all of us at times to 'beweep our outcast state'. There need not be a particular cause for being despondent, but there are many general experiences which incline us to the belief that the world is a bitter place to live in. (See for example Sonn.66).

The circumstsances which give rise in the following sonnets (33-36) to the mention of sins, faults, offence, stain, trespass and disgrace seem to be more specific and not related to general causes. In 40-42 the injury is evidently the stealing of a mistress, but for 33-36 and the preceding sonnets, with their residual malaise, nothing identifiable is named. We have no additional source of information that can supply this deficiency in our knowledge, and I think simply we must accept that, for whatever reason, for sonnets 27 - 32, the poet suffers a bout of despondency, which is lightened somewhat by his thoughts of the youth. From 33-36 there is evidence of rejection and betrayal, smoothed over by sophistry on the poet's part. But we are not in a position to know what those offences might be which caused the fall from grace. Then 40 - 42 recount unfaithfulness by the youth in the matter of stealing a mistress. (Although one might ask how the poet could justify his devotion to a mistress when he has declared his love for the youth to be absolute). Thereafter the sequence becomes complex and more enmired.

This sonnet is accounted one of the great ones, perhaps because readers find it easy to identify with, and it has the wonderfully exhilarating finale of the spirit rising from the sodden ground. The concluding couplet does lead us on into the future, when a similar ending shows us that the comparison with a kingly state is perhaps not as desirable as it superficially appears to be:
Thus have I had thee, as a dream doth flatter,
In sleep a king, but waking no such matter.
And we have the warning from 25 about the danger of being numbered among great princes' favourites. It is clear that the world of courtly love, if the tradition was ever to be believed, can be deeply flawed. This love between the poet and the young man, in so far as it mirrors the courtly tradition, threatens to be far more complex and introverted than anything which has gone before.

  Below is a passage which illustrates the deep Puritan disgust with the theatre. From this point of view (no doubt exaggerated) one sees that it might well be regarded as a social degradation to belong to such circles.

Do they not maintain bawdry, insinuate foolery, and renew the remembrance of heathen idolatry? Do they not induce whoredom and uncleanness? Nay, are they not rather plain devourers of maidenly virginity and chastity? For proof whereof but mark the flocking and running to Theaters and Curtains, daily and hourly, night and day, time and tide, to see plays and interludes where such wanton gestures, such bawdy speeches, such laughing and fleering, such kissing and bussing, such clipping and culling, such winking and glancing of wanton eyes, and the like is used, is wonderful to behold. Then these goodly pageants being ended, every mate sorts to his mate, every one brings another homeward of their way very friendly, and in their secret conclaves (covertly) they play the sodomites, or worse. And these be the fruits of plays and interludes, for the most part. And whereas, you say, there are good examples to be learnt in them : truly, so there are ; if you will learn falsehood; if you will learn cozenage, if you will learn to deceive; if you will learn to play the hypocrite, to cog, to lie and falsify; if you will learn to jest, laugh and fleer, to grin, to nod and mow; if you will learn to play the Vice, to swear, tear and blaspheme both heaven and earth; if you will learn to become a bawd, unclean, and to devirginate maids, to deflower honest wives; if you will learn to murder, flay, kill, pick, steal, rob and rove; if you will learn to rebel against princes, to commit treasons, to consume treasures, to practice idleness, to sing and talk of bawdy love and venery; if you will learn to deride, scoff, mock and flout, to flatter and smooth; if you will learn to play the whoremaster, the glutton, drunkard, or incestuous person; if you will learn to become proud, haughty and arrogant; and finally, if you will learn to contemn God and all His laws, to care neither for Heaven nor Hell, and to commit all kinds of sin and mischief, you need to go to no other school, for all these good examples may you see painted before your eyes in interludes and plays.

PHILIP STUBBES The Anatomie of Abuses 1583