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Rolling Stones songs: As Tears Go By
My riches can’t buy everything/ I want to hear the children sing…
The Rolling Stones built their early reputation on blues, swagger and a healthy disregard for respectable society. Then came As Tears Go By, a song so tender it could almost have been written by somebody who owned a cardigan. But this unexpected ballad opens a fascinating chapter in Mick Jagger and Keith Richards’ songwriting story, involving a locked kitchen, manager Andrew Loog Oldham and a young Marianne Faithfull, whose recording reached audiences before the Stones made it their own. Discover how a song that seemed utterly wrong for the band became an important early step toward something much bigger than another blues cover.
Original title: As Time Goes By Written by: Jagger/Richards Recorded: Regent IBC Studios, London, Oct. 26 1965
Mick Jagger: vocals Keith Richards: guitar Guest musicians: Mike Leander Orchestra (strings)
More about As Tears Go By by The Rolling Stones
*By Marcelo Sonaglioni
A Revelation Behind Closed Doors
Before the Rolling Stones became synonymous with electric blues, rebellious attitudes, and songs that occasionally seemed designed to annoy respectable adults, Mick Jagger and Keith Richards discovered an unexpected talent for writing something tender. As Tears Go By emerged from their earliest attempts to create original material, marking a turning point for a band previously accustomed to performing American blues and rhythm and blues tunes. Keith Richards remembered the experience as a revelation, explaining that Andrew Loog Oldham wanted them to produce something original rather than imitate established musical styles. The challenge exposed a gift Richards had not realized he possessed. Yet their breakthrough was a melancholy ballad, hardly the obvious weapon for a group building its identity around rough guitars and unapologetic swagger. Its narrator watches children playing, their smiling faces offering a glimpse of simple happiness that money cannot buy. Beneath that gentle scene lies a sadness that would become the song’s defining characteristic.
Andrew Loog Oldham’s Unlikely Masterstroke
According to one account, Oldham effectively confined Jagger and Richards to a kitchen until they produced a song together. His instructions were unusually specific: he wanted something without blues, parody, imitation, or sexual references. The resulting composition was initially called As Time Goes By, borrowing the title of the song sung by Dooley Wilson in Michael Curtiz’s film Casablanca (1942). Oldham changed “Time” to “Tears” a seemingly small adjustment that transformed the atmosphere and helped explain his eventual credit as a co-author.
The finished ballad was not an obvious fit for the Rolling Stones’ emerging public image. Oldham therefore offered it to Marianne Faithfull, a 17-year-old singer he had recently discovered who had yet to record anything. The song was selected over another Lionel Bart composition, I Don’t Know How, and became Faithfull’s debut single in June 1964, backed by Greensleeves.
Oldham’s contribution reportedly extended beyond the title. He spent ten days refining the song, reducing five original verses to two, rearranging the chorus, shortening a reed-led solo, and replacing the original boy-meets-girl scenario with a more mournful narrative. Faithfull recalled receiving a handwritten lyric sheet and recording the song after hearing its opening cor anglais passage. Following a couple of takes, the performance was complete. Oldham congratulated her, predicting a number-six hit.
Mick Jagger (1968): “We never dreamed of doing As Tears Go By ourselves when we wrote it. We just gave it straight to Marianne Faithfull. We wrote a lot of songs for other people, most of which were very unsuccessful.”
Marianne Faithfull: “He handed me a scrawled lyric sheet, and I went back into the studio and did it. As soon as I heard the cor anglais playing the opening bars, I knew it was going to work. After a couple of takes, it was done. Andrew came and gave me a big hug. ‘Congratulations darling. You’ve got yourself a number six,’ he said.”
Who Really Wrote As Tears Go By?
The precise division of songwriting duties remains open to interpretation. Jagger maintained that he wrote the lyrics while Richards composed the melody. He also explained that melodies in rock music are not always fully formed before a singer begins performing: sometimes, the vocalist must invent or reshape the tune over an existing chord sequence.
Keith’s account emphasizes the excitement of discovering his ability to write original songs, while biographer Philip Norman presents a different perspective, suggesting that Jagger created much of the composition in cooperation with session guitarist Big Jim Sullivan. Lionel Bart, meanwhile, recalled helping with the lyrics of As Tears Go By and even (I Can’t Get No) Satisfaction, adding another voice to the discussion.
Whatever the precise contributions, the result was a significant early achievement for the Jagger-Richards partnership. Charlie Watts later described the music as belonging to the very beginning of flower power, a surprising observation about a group whose reputation would develop along rather different lines. Marianne Faithfull herself thought the song resembled the work of Françoise Hardy, suggesting that Mick might have absorbed something from their first meeting.
Two Recordings, Two Different Perspectives
An early version was recorded at De Lane Lea Studios in London during the March 8–14, 1964 sessions. Still titled As Time Goes By, it apparently featured Jagger alongside Jim Sullivan on 12-string guitar and Eric Ford on bass. The familiar Rolling Stones recording followed at IBC Studios on October 26, 1965, with Glyn Johns engineering the session. Only Jagger and Richards participated from the group: Keith played his Harmony 1270 12-string acoustic guitar, while Mick delivered the lyrics with unusual sensitivity and fragility.
Mike Leander arranged and conducted the strings, creating an arrangement that invites comparison with the Beatles’ Yesterday, from Help!(August 1965). Leander would later orchestrate She’s Leaving Home for Paul McCartney in 1967 when George Martin was unavailable.
The Stones’ version ultimately appeared on the US album December’s Children (And Everybody’s)and on Big Hits (High Tide and Green Grass) in the UK. It was also released as a US single on December 18, 1965, withGotta Get Awayon the B-side. The recording reached number six on the Billboard chart on January 29, 1966. Unlike Marianne Faithfull’s performance, the Stones’ interpretation feels less manufactured and more convincing, even though the song stood outside their usual musical territory.
Success, Money and a Lasting Melancholy
Faithfull’s recording launched her career, reaching number nine in the UK and number 24 in the United States according to one account, while other chart records place it at number six on the Billboard chart. Her self-titled album featured the song the following year, and it remained a regular part of her repertoire. She later revisited it on Strange Weather, recorded when she was around 40 and finally felt emotionally aligned with its melancholy. Her performances also included a memorable appearance during David Bowie’s 1973 1980 Floor Show extravaganza and a notable version on the 1990 live album Blazing Away.
For Richards, Faithfull’s success carried a more immediate reward: money. He recalled that the first real cash he ever saw came from selling As Tears Go By, even before (I Can’t Get No) Satisfaction transformed the group’s fortunes. The Stones also recorded a version in Italian, Con Le Mie Lacrime. And if you listen closely, there is a small imperfection worth catching: at approximately 2:08, Richards becomes so absorbed in his guitar playing that he forgets a chord change. Even this delicate early experiment retains a trace of the human unpredictability that would define the band.
Mick Jagger (1995): “I wrote the lyrics, and Keith wrote the melody… It’s a very melancholy song for a 21-year-old to write: ‘The evening of the day, watching children play…’ It’s very dumb and naive, but it’s got a very sad sort of thing about it, almost like an older person might write. You know, it’s like a metaphor for being old: You’re watching children playing and realizing you’re not a child. It’s a relatively mature song considering the rest of the output at the time. And we didn’t think of doing it, because the Rolling Stones were a butch blues group. But Marianne Faithfull’s version was already a big, proven hit song… It was one of the first things I ever wrote.”
Keith Richards (2010): “We thought, what a terrible piece of tripe. We came out and played it to Andrew Oldham, and he said ‘It’s a hit’. We actually sold this stuff, and it actually made money. Mick and I were thinking, this is money for old rope!”
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