Let’s be real for a second. If you walked into a record store in late 1990 looking for the second Traveling Wilburys album, you’d have been staring at the shelves in total confusion. There it was: Traveling Wilburys Vol 3.
Wait, what? Where was Volume 2?
It didn't exist. Still doesn't. George Harrison, ever the prankster, decided to skip a number just to "confuse the buggers," as Jeff Lynne later put it. That’s the kind of vibe this band had. It wasn't a corporate "supergroup" manufactured by a label. It was a bunch of legends—George Harrison, Bob Dylan, Tom Petty, and Jeff Lynne—having a laugh in a garage.
But behind the jokes, there was a heavy shadow hanging over these sessions. Roy Orbison, the man with the voice of an angel and the heartbeat of the first record, was gone. He died of a heart attack in December 1988, just as the Wilburys were becoming the biggest thing in rock.
The Mystery of the Missing Volume 2
People have spent decades coming up with conspiracy theories about the "missing" album. Some say there’s a secret vault of Roy Orbison recordings that was supposed to be Vol. 2. Others think the group just got too lazy to count.
The truth is much simpler and honestly more "George." According to band lore and interviews with Jeff Lynne, Harrison thought it would be hilarious to mess with the heads of fans and critics alike. By jumping straight to Traveling Wilburys Vol 3, they created an instant urban legend.
Of course, the bootleggers eventually filled the gap. If you look hard enough, you’ll find "Volume 2" collections floating around the internet, usually filled with early demos, B-sides like "Nobody's Child," and a few outtakes from the Cloud Nine or Full Moon Fever era. But as far as the official discography goes? It's 1 then 3. Deal with it.
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Why Vol 3 Hits Different (Without Roy)
Recording a sequel without Roy Orbison was always going to be an uphill battle. How do you replace a guy who could hit notes that shouldn't even exist? The short answer: you don't. You don't even try.
The remaining four—now calling themselves Spike (George), Clayton (Jeff), Muddy (Tom), and Boo (Bob)—decided to lean into a rougher, "jokier" sound. If the first album was a sunset drive in a convertible, Vol 3 is more like a late-night bar crawl.
It’s meaner. It’s faster. It’s weirder.
Take "She’s My Baby," the opening track. It kicks off with a massive, crunchy riff that feels way heavier than anything on the first record. They even brought in guitar virtuoso Gary Moore to shred on it. It’s got that classic Jeff Lynne "wall of sound" production, but with a bit more grit.
The Breakdown of the Tracks
Honestly, the album is a bit of a mixed bag, and even the most die-hard fans will admit that. But when it works, it really works.
- "Inside Out": This is the closest we get to that magic 1988 chemistry. Dylan handles the verses, Petty takes the refrains, and George swoops in for the bridge. It’s effortless.
- "7 Deadly Sins": Bob Dylan doing doo-wop. It sounds like a disaster on paper, but in reality, it’s charming as hell.
- "The Devil’s Been Busy": This one is surprisingly dark. George even brings out the sitar, giving it a psychedelic, cynical edge that feels more like his solo work.
- "Wilbury Twist": The closing track. It’s basically a parody of dance craze songs. George sings about falling on your ass and putting your teeth in a glass. It’s ridiculous, and you can hear them laughing in the background.
The Dylan Factor: "Boo" Takes the Lead
If Vol. 1 belonged to George and Roy, Traveling Wilburys Vol 3 is arguably the Bob Dylan show.
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By 1990, Dylan was in a strange place creatively. He’d just released Under the Red Sky, which most critics hated. But with the Wilburys, he seemed loose. He wasn't "The Voice of a Generation" here; he was just "Boo Wilbury," a guy who liked rhyming "bad" with "sad" and playing harmonica until his lungs gave out.
His performance on "If You Belonged to Me" is vintage Bob. It’s acidic, it’s a little bit mean, and it’s got that classic acoustic shuffle. It’s probably the best song on the album because it doesn't try to be a "supergroup" anthem. It’s just a great folk-rock tune.
Was It Actually a Failure?
Context is everything. Compared to the first album, which sold over five million copies and won a Grammy, Vol 3 was seen as a bit of a "sophomore slump." It peaked at #11 in the US and #14 in the UK.
Critics at the time were a little harsh. Rolling Stone called it "effortless," which sounds like a compliment but was actually a dig at how casual it felt. They missed the soaring choruses that Roy Orbison provided.
But look at it this way: a "minor" album from Harrison, Dylan, Petty, and Lynne is still better than 90% of what was on the radio in 1990. It went Platinum. People still bought it. They just didn't treat it like the religious experience the first one was.
The Technical Side of the Sound
Jeff Lynne’s production is all over this thing. If you’ve heard an ELO record or Tom Petty’s Full Moon Fever, you know the sound:
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- Acoustic guitars layered like a thick carpet.
- Snare drums that sound like they're being hit in a dry, carpeted room.
- Stacks of vocal harmonies that fill every frequency.
Some people hate this "Lynne-fication." They think it makes everything sound the same. But for the Wilburys, it was the glue. It made four wildly different singers sound like a cohesive unit.
The Legacy: Why You Should Care in 2026
We don't get bands like this anymore. In an era of AI-generated hooks and over-polished pop, there’s something genuinely refreshing about four old friends getting together to record a song about a "Cool Dry Place" (Tom Petty’s hilarious ode to his gear storage issues).
Traveling Wilburys Vol 3 represents the end of an era. It was the last time these specific guys would all be in a room together creating something new. George is gone. Tom is gone. The Wilburys are a closed book.
If you haven't listened to it in a while, go back and skip the "hits." Listen to the weird stuff. Listen to "New Blue Moon" or "Poor House." You’ll hear a group of guys who didn't care about the charts or their "legacy." They just wanted to play.
How to Experience the Wilburys Properly
If you want to dig deeper into this weird chapter of rock history, don't just stream the songs on a crappy phone speaker. Do it right.
- Find the 2007 "Collection": This reissue fixed the muddy sound of the original 1990 CDs. It also includes "Nobody's Child" and a killer cover of "Runaway."
- Watch the Documentary: There’s a short film called The True History of the Traveling Wilburys. It’s mostly home movie footage. You get to see them sitting around in flannel shirts, drinking coffee, and writing lyrics on legal pads. It humanizes these gods of rock.
- Listen for the "Ghost": Listen to "Inside Out" and imagine where Roy’s voice would have soared. It changes the way you hear the track.
The Wilburys were never supposed to be a long-term project. They were a fluke. A happy accident. And even if Traveling Wilburys Vol 3 isn't the "perfect" sequel, it’s a vital piece of the puzzle. It reminds us that even legends need to let their hair down and make some noise once in a while.
Go put on the record. Crank up "She's My Baby." Try not to think too much about where Volume 2 went. Just enjoy the ride.