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in disgrace (1): out of favor.

beweep (2): weep over (my outcast state).

outcast state (2): The poet's "outcast state" is possibly an allusion to his lac
k of work as an actor due to the closing of the theatres in 1592 (during an outb
reak of plague). It also could be a reference to the attack on Shakespeare at th
e hands of Robert Greene. Please see the commentary below for more on Shakespear
e and Greene.
bootless (3): useless.
Shakespeare uses the word seventeen times in the plays. Compare Othello:
The robb'd that smiles steals something from the thief;
He robs himself that spends a bootless grief. (1.3.225)
Compare also Titus Andronicus:
For they have fought for Rome, and all in vain;
And they have nursed this woe, in feeding life;
In bootless prayer have they been held up,
And they have served me to effectless use:
Now all the service I require of them
Is that the one will help to cut the other. (3.1.75)
Interestingly, the phrase "bootless cries" appears in Edward III, an anonymous p
lay that many now believe Shakespeare wrote.
look upon myself (4): i.e., I become occupied with self-reflection.
Featured like him (6): i.e., the features (physical beauty) of some other more a
ttractive man.
Sonnet 29 shows the poet at his most insecure and troubled. He feels unlucky, sh
amed, and fiercely jealous of those around him. What causes the poet's anguish w
ill remain a mystery; as will the answer to whether the sonnets are autobiograph
However, an examination of Shakespeare s life around the time he wrote Sonnet 29 r
eveals two traumatic events that may have shaped the theme of the sonnet. In 159
2 the London theatres closed due to a severe outbreak of plague. Although it is
possible that Shakespeare toured the outlying areas of London, it is almost cert
ain that he left the theatre entirely during this time to work on his sonnets an
d narrative poems. The closing of the playhouses made it hard for Shakespeare an
d other actors of the day to earn a living. With plague and poverty looming it i
s expected that he would feel "in disgrace with fortune" (1).
Moreover, in 1592 there came a scathing attack on Shakespeare by dramatist Rober
t Greene, who, in a deathbed diary, warned three of his fellow university-educat
ed playwrights: "There is an upstart Crow, beautified with our feathers, that wi
th his Tygers heart wrapt in a Players hide, supposes he is as well able to bomb
ast out a blanke verse as the best of you; and, beeing an absolute Johannes fac
totum, is in his owne conceit the onely Shake-scene in a countrey."
One can only imagine what grief this assault this deathbed assault
must have cau
sed Shakespeare. Greene was nothing if not thorough: first, using a line from Sh
akespeare s own 3 Henry VI (1.4.138), he describes Shakespeare as a pompous, schem
ing, vicious ingrate riding the coattails of better writers (no doubt Shakespear
e performed in a play Greene had himself written; then he adds that Shakespeare
is a conceited ("onely Shake-scene") and insignificant jack of all trades (a "Jo
hannes fac totum").

Greene lets even more insults fly as he continues: "O that I might intreat your
rare wits to be imploied in more profitable courses: & let those Apes imitate yo
ur past excellence, and never more acquaint them with your admired inventions."
It seems very possible such events are connected to the poet s distressed declarat
ion in line 8: "With what I most enjoy contented least."
All is not lost, however, for the sonnet ends with a positive affirmation that t
he poet can combat his anguish with the "sweet love" (13) of his dear friend.
------------------------------Resenting his bad luck, the poet envies the successful art of others and rattles
off an impressive catalogue of the ills and misfortunes of his life. His depres
sion is derived from his being separated from the young man, even more so becaus
e he envisions the youth in the company of others while the poet is "all alone."
Stylistically, Sonnet 29 is typically Shakespearean in its form. The first eight
lines, which begin with "When," establish a conditional argument and show the p
oet's frustration with his craft. The last six lines, expectedly beginning in li
ne 9 with "Yet" similar to other sonnets' "But"
and resolving the conditional ar
gument, present a splendid image of a morning lark that "sings hymns at heaven's
gate." This image epitomizes the poet's delightful memory of his friendship wit
h the youth and compensates for the misfortunes he has lamented.
The uses of "state" unify the sonnet's three different sections: the first eight
lines, lines 9 through 12, and the concluding couplet, lines 13 and 14. Additio
nally, the different meanings of state as a mood and as a lot in life
contrast t
he poet's sense of a failed and defeated life to his exhilaration in recalling h
is friendship with the youth. One state, as represented in lines 2 and 14, is hi
s state of life; the other, in line 10, is his state of mind. Ultimately, althou
gh the poet plaintively wails his "outcast state" in line 2, by the end of the s
onnet he has completely reversed himself: ". . . I scorn to change my state with
kings." Memories of the young man rejuvenate his spirits.