The Rolling Stones No. 2

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The Rolling Stones No. 2
Studio album by
Released15 January 1965 (1965-01-15)
RecordedChicago, London, & Hollywood, June–November 1964
ProducerAndrew Loog Oldham
The Rolling Stones UK chronology
The Rolling Stones
The Rolling Stones No. 2
Out of Our Heads
Professional ratings
Review scores
AllMusic4.5/5 stars[2]
Tom HullB+[3]

The Rolling Stones No. 2 is the second UK studio album by the English rock band the Rolling Stones, released in 1965 following the success of their 1964 debut album The Rolling Stones. It followed its predecessor's tendency to largely feature American R&B and rock and roll covers. However, it does contain three compositions from the still-developing Mick Jagger/Keith Richards songwriting team.


On Dutch and German pressings of the album, the title is listed as The Rolling Stones Vol. 2 on the front cover, although the back of the album cover lists the title as The Rolling Stones No. 2.

Using the cover shot for 12 X 5, the second US-released album in October 1964, The Rolling Stones No. 2's track listing would largely be emulated on the upcoming US release of The Rolling Stones, Now!. While Eric Easton was co-credited as producer alongside Andrew Loog Oldham on The Rolling Stones' debut album, Oldham takes full production duties for The Rolling Stones No. 2, which was recorded sporadically in the UK and US during 1964.

A huge hit in the UK upon release, The Rolling Stones No. 2 spent 10 weeks at No. 1 in early 1965, becoming one of the year's biggest sellers in the UK.

According to Bill Wyman in his book Stone Alone: The Story of a Rock 'n' Roll Band, John Lennon said of The Rolling Stones No. 2: "The album's great, but I don't like five-minute numbers."

Due to ABKCO's preference towards the American albums, they overlooked both The Rolling Stones and The Rolling Stones No. 2 for CD release in 1986 and during its remastering series in 2002. Consequently, the album was out of print for many years and was thus widely bootlegged by collectors.

The Rolling Stones No. 2 was again made available to the public as part of a limited edition vinyl box set, titled "The Rolling Stones 1964–1969", in November 2010 and (by itself) digitally at the same time. The original title was also re-instated as part of The Rolling Stones in Mono box set, released on 30 September 2016.

Track listing[edit]

Side one
1."Everybody Needs Somebody to Love"Solomon Burke, Bert Berns, Jerry Wexler5:03
2."Down Home Girl"Jerry Leiber, Arthur Butler4:11
3."You Can't Catch Me"Chuck Berry3:38
4."Time Is on My Side" ("guitar intro" version[4])Norman Meade a.k.a. Jerry Ragovoy2:58
5."What a Shame"Mick Jagger, Keith Richards3:03
6."Grown Up Wrong[5]"Jagger, Richards1:50
Total length:20:43
Side two
1."Down the Road Apiece"Don Raye2:55
2."Under the Boardwalk[5]"Arthur Resnick, Kenny Young2:48
3."I Can't Be Satisfied"Muddy Waters3:26
4."Pain in My Heart"Allen Toussaint[6]2:11
5."Off the Hook"Jagger, Richards2:38
6."Suzie-Q[5]"Dale Hawkins, Stan Lewis, Eleanor Broadwater1:51
Total length:15:49


The Rolling Stones

Additional personnel

Recording studios[edit]

  • Chess Studios, Chicago: 10–11 June & 8 November 1964
  • Regent Sound Studios, London: 2, 28–29 September 1964
  • RCA Studios, Hollywood: 2 November 1964


Year Chart Position
1965 UK Top 40 Albums[7] 1
1965 French SNEP Albums Charts[8] 44


  1. ^ "The Top 30 British Blues Rock Albums Of All Time". Classic Rock. Future plc. 23 March 2007. Retrieved 1 September 2018.
  2. ^ Allmusic review
  3. ^ Hull, Tom (n.d.). "Grade List: The Rolling Stones". Retrieved 11 February 2020.
  4. ^ Not the "organ intro" version from 12 X 5
  5. ^ a b c Originally released on 12 X 5 (US, 17 October 1964)
  6. ^ The original Decca LP label lists the writers as "Redding, Walden" as does the 1963 Volt Records single by Otis Redding.
  7. ^ UK Albums Chart Type in "Rolling Stones" under "Name of Artist"
  8. ^ Tous les Albums classés par Artiste, Note : user must select The Rolling Stones in the list

External links[edit]