Out of Our Heads is the third British and fourth American studio album by the English rock band the Rolling Stones. Although they share the same title, the two have significant differences in the track listings. In the US, London Records released it on 30 July 1965 and it became the group's first number one on the Billboard 200 album chart. Decca Records released it in the UK on 24 September 1965, where it reached number two.
The majority of the songs on Out of Our Heads were written and previously recorded by American rhythm and blues artists. According to music critic Richie Unterberger, the album's US release largely had soul covers and its "classic rock singles" originals, including "The Last Time", "Play with Fire", and "Satisfaction", still drew on the band's R&B and blues roots, but were updated to "a more guitar-based, thoroughly contemporary context." Kent H. Benjamin of The Austin Chronicle wrote that the album was "the culmination of the Stones' early soul/R&B sound". In his review of the album's UK edition, Allmusic's Bruce Eder characterised it as rock and roll and R&B.
The British Out of Our Heads – with a different cover – added songs that would surface later in the US on December's Children (And Everybody's) and others that had not been released in the UK thus far (such as "Heart of Stone") instead of the already-released live track and recent hit singles (as singles rarely featured on albums in the UK in those times). Issued later that September, Out of Our Heads reached number two in the UK charts behind the Beatles' Help!. It was the Rolling Stones' last UK album to rely upon R&B covers; the forthcoming Aftermath was entirely composed by Mick Jagger and Keith Richards.
Initially issued in July 1965 in the US, Out of Our Heads (featuring a shot from the same photo session that was used for the cover of 12 X 5 and The Rolling Stones No. 2) was a mixture of recordings made over a six-month period, including the Top 10 hit "The Last Time" and the worldwide number one "(I Can't Get No) Satisfaction" with B-sides as well as a track from the UK-only live EPGot Live If You Want It!. Six songs would be included in the UK version of the album. "One More Try" is an original that was not released in the UK until 1971's Stone Age. Riding the wave of "Satisfaction"'s success, Out of Our Heads became the Rolling Stones' first US number one album, eventually going platinum.
Mick Jagger – lead vocals, backing vocals, harmonica (on "The Under Assistant West Coast Promotion Man"), tambourine (on "Play with Fire")
Keith Richards – electric guitar, backing vocals, acoustic guitar (on "The Last Time" and Play with Fire")
Brian Jones – electric guitar, acoustic guitar (on "Good Times" and "(I Can't Get No) Satisfaction"), harmonica (on "The Under Assistant West Coast Promotion Man" and "One More Try" ), backing vocals