The Rolling Stones No. 2 cover art

  Studio Album · No. 4

The Rolling Stones No. 2 Songwriting Credits by The Rolling Stones

1965 Decca Records 12 tracks 37 min

Produced by Andrew Loog Oldham

Decca Records Rhythm and BluesBlues RockRock and Roll
25%
Authorship
Co-Performer

Holds writing credit on 3 of 12 tracks

Authorship Breakdown 3 / 12 documented

Who wrote the songs?

Scored across the 12 tracks with documented writers, by whether The Rolling Stones carries a lyricist or composer credit.

25%
3 trackswritten by The Rolling Stones 9 tracksoutside writers
The Rolling Stones's roles on this album

Share of the 12 tracks where a band member is credited, by role.

Lyricist25%
Composer25%
Producer0%
Performer100%

By the Numbers

12
Tracks
17
Lyricists
1
Producers
1965
Released
Data Insight

The Rolling Stones No. 2 keeps the band's early formula of leaning on American soul, R&B and blues covers, recorded across Chess Studios in Chicago, Regent Sound in London and RCA Studios in Hollywood. It opens with Solomon Burke's 'Everybody Needs Somebody to Love' and includes Chuck Berry's 'You Can't Catch Me,' Muddy Waters' 'I Can't Be Satisfied' and Otis Redding's 'Pain in My Heart.' Jagger/Richards supply a small set of originals such as 'What a Shame,' 'Off the Hook' and 'Grown Up Wrong.' Andrew Loog Oldham produced.

The Rolling Stones' second UK studio album, released January 15, 1965 on Decca. Still dominated by covers (including songs by Solomon Burke, Chuck Berry, Muddy Waters, and Dale Hawkins), the album features just two Jagger-Richards originals. It reached number one on the UK charts.

Track Listing & Credits 12 tracks

Written by the artist Written by outside writers
#TitleLyricist(s)Composer(s)Producer(s)Performers
1
Everybody Needs Somebody to Love
Bert BernsSolomon BurkeJerry Wexler Bert Russell BernsSolomon BurkeGerald Wexler Andrew Loog Oldham Mick Jagger (Lead Vocals)
2
Down Home Girl
Jerry LeiberArtie Butler Jerome LeiberArthur Joseph Butler Andrew Loog Oldham Mick Jagger (Lead Vocals)
3
You Can't Catch Me
Chuck Berry Charles Edward Anderson Berry Andrew Loog Oldham Mick Jagger (Lead Vocals)
4
Time Is on My Side
Jerry Ragovoy Jerry Ragovoy Andrew Loog Oldham Mick Jagger (Lead Vocals)
5
What a Shame
Mick JaggerKeith Richards Michael Philip JaggerKeith Richards Andrew Loog Oldham Mick Jagger (Lead Vocals)
6
Grown Up Wrong
Mick JaggerKeith Richards Michael Philip JaggerKeith Richards Andrew Loog Oldham Mick Jagger (Lead Vocals)
7
Down the Road Apiece
Don Raye Donald MacRae Wilhoite Jr. Andrew Loog Oldham Mick Jagger (Lead Vocals)
8
Under the Boardwalk
Artie ResnickKenny Young Arthur ResnickKenny Young Andrew Loog Oldham Mick Jagger (Lead Vocals)
9
I Can't Be Satisfied
Muddy Waters McKinley Morganfield Andrew Loog Oldham Mick Jagger (Lead Vocals)
10
Pain in My Heart
Allen Toussaint Allen Toussaint Andrew Loog Oldham Mick Jagger (Lead Vocals)
11
Off the Hook
Mick JaggerKeith Richards Michael Philip JaggerKeith Richards Andrew Loog Oldham Mick Jagger (Lead Vocals)
12
Susie Q
Dale HawkinsStan LewisEleanor Broadwater Delmar Allen HawkinsStan LewisEleanor Broadwater Andrew Loog Oldham Mick Jagger (Lead Vocals)

Songwriter & Credit Spotlight 28 contributors

KR
Keith Richards
Writer
On this album3 written
MP
Michael Philip Jagger
Writer
On this album3 written
MJ
Mick Jagger
Writer · Vocals
On this album3 written
AT
Allen Toussaint
Writer
On this album1 written
AJ
Arthur Joseph Butler
Writer
On this album1 written
AR
Arthur Resnick
Writer
On this album1 written
AB
Artie Butler
Writer
On this album1 written
AR
Artie Resnick
Writer
On this album1 written
BB
Bert Berns
Writer
On this album1 written
BR
Bert Russell Berns
Writer
On this album1 written
CE
Charles Edward Anderson Berry
Writer
On this album1 written
CB
Chuck Berry
Writer
On this album1 written

More from The Rolling Stones

1964 25%
The Rolling Stones
Decca Records
12 tracksProd. Andrew Loog Oldham
1964 25%
England's Newest Hit Makers
London Records
12 tracksProd. Andrew Loog Oldham
1964 42%
12 X 5
London Records
12 tracksProd. Andrew Loog Oldham
1965 33%
The Rolling Stones, Now!
London Records
12 tracksProd. Andrew Loog Oldham
1965 33%
Out of Our Heads
Decca Records / London Records
12 tracksProd. Andrew Loog Oldham
1965 50%
December's Children (And Everybody's)
London Records
12 tracksProd. Andrew Loog Oldham
1966 100%
Aftermath
Decca Records / London Records
14 tracksProd. Andrew Loog Oldham
1967 100%
Between the Buttons
Decca Records / London Records
12 tracksProd. Andrew Loog Oldham
1967 100%
Their Satanic Majesties Request
Decca Records / London Records
10 tracksProd. The Rolling Stones
1968 90%
Beggars Banquet
Decca Records / London Records
10 tracksProd. Jimmy Miller
1969 89%
Let It Bleed
Decca Records / London Records
9 tracksProd. Jimmy Miller
1971 90%
Sticky Fingers
Rolling Stones Records
10 tracksProd. Jimmy Miller
1972 89%
Exile on Main St.
Rolling Stones Records
18 tracksProd. Jimmy Miller
1973 100%
Goats Head Soup
Rolling Stones Records
10 tracksProd. Jimmy Miller
1974 90%
It's Only Rock 'n Roll
Rolling Stones Records
10 tracksProd. The Glimmer Twins
1976 88%
Black and Blue
Rolling Stones Records
8 tracksProd. The Glimmer Twins
1978 90%
Some Girls
Rolling Stones Records
10 tracksProd. The Glimmer Twins
1980 100%
Emotional Rescue
Rolling Stones Records
10 tracksProd. The Glimmer Twins
1981 100%
Tattoo You
Rolling Stones Records
11 tracksProd. The Glimmer Twins
1983 100%
Undercover
Rolling Stones Records
10 tracksProd. The Glimmer Twins
1986 80%
Dirty Work
Rolling Stones Records / CBS Records
10 tracksProd. The Glimmer Twins
1989 100%
Steel Wheels
Rolling Stones Records / CBS Records
12 tracksProd. The Glimmer Twins
1994 100%
Voodoo Lounge
Virgin Records
15 tracksProd. Don Was
1997 92%
Bridges to Babylon
Virgin Records
13 tracksProd. Don Was
2005 100%
A Bigger Bang
Virgin Records
16 tracksProd. Don Was
2016 0%
Blue & Lonesome
Polydor Records
12 tracksProd. Don Was
2023 92%
Hackney Diamonds
Polydor Records
12 tracksProd. Andrew Watt
2026 50%
Foreign Tongues
Polydor Records
14 tracksProd. Andrew Watt

Frequently Asked Questions The Rolling Stones No. 2

Did the Rolling Stones write The Rolling Stones No. 2 themselves?
Mostly no. The 1965 UK album is dominated by covers of American R&B, soul and blues by artists including Solomon Burke, Chuck Berry, Muddy Waters and Otis Redding. Only a handful of tracks are Jagger/Richards originals, such as 'What a Shame,' 'Off the Hook' and 'Grown Up Wrong.'
Who wrote Everybody Needs Somebody to Love on The Rolling Stones No. 2?
It was written by Bert Berns, Solomon Burke and Jerry Wexler, and first recorded by Solomon Burke. The Rolling Stones opened the album with their cover of it.
Where was The Rolling Stones No. 2 recorded?
The album was recorded across three studios in 1964: Chess Studios in Chicago, Regent Sound Studios in London and RCA Studios in Hollywood. Andrew Loog Oldham produced the sessions.
How did The Rolling Stones No. 2 perform on the charts?
It reached number 1 on the UK Albums Chart and spent ten weeks at the peak position. It also topped the charts in Germany and Italy.
Is Pain in My Heart on The Rolling Stones No. 2 a cover?
Yes. 'Pain in My Heart' is associated with Otis Redding and credited to Allen Toussaint (originally as Naomi Neville). The Rolling Stones recorded their version for this album as part of its soul and R&B selections.
Did Jagger and Richards write any songs on The Rolling Stones No. 2?
Yes, three: 'What a Shame,' 'Grown Up Wrong' and 'Off the Hook.' The rest of the album consists of covers of American blues, soul and R&B standards.
Which blues artists did the Rolling Stones cover on The Rolling Stones No. 2?
The album covers Muddy Waters ('I Can't Be Satisfied') and Chuck Berry ('You Can't Catch Me'), among others. These choices reflect how strongly Chicago blues and rock and roll shaped the band's mid-1960s sound.

Sources

Wikipedia: The Rolling Stones No. 2 MusicBrainz release group Cover Art Archive front cover Cover Art Archive: The Rolling Stones No. 2 by The Rolling Stones