With the Beatles

With the Beatles is the second studio album by the English rock band the Beatles. It was released on 22 November 1963 on Parlophone, eight months after the band's debut Please Please Me. Produced by George Martin, the album features eight original compositions (seven by Lennon–McCartney and "Don't Bother Me", George Harrison's first recorded solo composition and his first released on a Beatles album) and six covers (mostly of rock and roll and Motown R&B hits). The cover photograph was taken by the fashion photographer Robert Freeman and has since been mimicked by several music groups over the years. A different cover was used for the Australian release of the album, which the Beatles were displeased with.

With the Beatles
A black-and-white photograph of the Beatles' faces on a black background with the band members wearing black turtleneck sweaters
Studio album by
Released22 November 1963 (1963-11-22)
Recorded18 July – 23 October 1963
StudioEMI, London
ProducerGeorge Martin
The Beatles chronology
Please Please Me
With the Beatles
A Hard Day's Night
Alternative covers
Australian cover
Australian cover
Canadian cover
Canadian cover
The Beatles North American chronology
Beatlemania! With the Beatles
Introducing... The Beatles
The Beatles Canadian chronology
Beatlemania! With the Beatles
Twist and Shout

In the United States, the album's tracks were unevenly split over the group's first two albums released on Capitol Records: Meet the Beatles! and The Beatles' Second Album. It was also released in Canada under the name Beatlemania! With the Beatles. The album was ranked number 420 on Rolling Stone magazine's list of The 500 Greatest Albums of All Time in 2003,[5] and was included in Robert Dimery's 1001 Albums You Must Hear Before You Die.[6] It was voted number 275 in Colin Larkin's All Time Top 1000 Albums.[7] It was rated the 29th greatest album in the book Paul Gambaccini Presents the Top 100 Albums. This book "canvassed a panel of experts in seven countries" to determine the greatest albums.[8]


Unlike Please Please Me, the bulk of whose tracks (10 of the 14, excluding previously issued singles) were recorded in one day,[9] With the Beatles was recorded over seven sessions across three months, from 18 July to 23 October. None of its 14 tracks were issued as singles in the UK. In between sessions, as Beatlemania took off across the UK, the group were busy with radio, TV, and live performances.


Impressed with Robert Freeman's black-and-white pictures of John Coltrane, Brian Epstein invited the photographer to create the cover image.[10] George Harrison later said that, whereas the cover of Please Please Me had been "crap", their second LP was "the beginning of us being actively involved in The Beatles' artwork ... the first one where we thought, 'Hey, let's get artistic.'"[11] The group asked Freeman to take inspiration from pictures their friend Astrid Kirchherr had taken in Hamburg between 1960 and 1962, featuring the band members in half-shadow and not smiling.[12] To achieve this result, on 22 August 1963, Freeman photographed them in a dark corridor of the Palace Court Hotel in Bournemouth, where the band were playing a summer residency at the local Gaumont Cinema.[13] To fit the square format of the cover, he put Ringo Starr in the bottom right corner, "since he was the last to join the group. He was also the shortest".[14] Paul McCartney described the result as "very moody", adding: "people think he must have worked at [it] forever and ever. But it was an hour. He sat down, took a couple of rolls, and he had it."[13] The original concept was to paint the picture from edge to edge, with no bleeding, title or artist credit – a concept that went against music industry practice and was immediately vetoed by EMI. The first album to carry an edge-to-edge cover was the Rolling Stones' self-titled debut, released five months later.[15] EMI also objected to the fact that the Beatles were not smiling; it was only after George Martin intervened, as head of Parlophone, that the cover portrait was approved.[15] Freeman was paid £75 for his work, which was three times the fee first offered by EMI.[13]

Music critic John Harris finds the cover most reminiscent of the photos Kirchherr took in Hamburg of Lennon, Harrison and Stuart Sutcliffe using the "half-lit technique" and says that, together with songs such as "Roll Over Beethoven" and "Money (That's What I Want)", With the Beatles thereby represents "a canny repackaging of their early '60s incarnation: Hamburg shorn of Prellies and leather, and sold to their public as a mixture of accomplished rock 'n' roll and art-house cool". Harris also sees the LP cover as a "watershed" design that encouraged other acts to eschew "the more cartoonish aspects of pop photography" and continued to exert an influence in the 1970s on covers such as those for Lou Reed's Transformer, Patti Smith's Horses and various punk rock albums.[15]

EMI Australia did not receive the cover art, and used different shots of the band in a similar style to the black-and-white photograph on other releases. The Beatles were unaware of this until fans showed them the cover during their only Australian tour, and informed the EMI publicity staff that they were not pleased with the substitution.[16]

Release and receptionEdit

Professional ratings
Review scores
AllMusic     [17]
The A.V. ClubA[18]
Blender     [19]
Encyclopedia of Popular Music     [20]
Record Collector     [24]
Rolling Stone     [25]
The Rolling Stone Album Guide     [26]

The album became the first Beatles album released in North America when it was released in Canada on 25 November 1963 under the augmented title Beatlemania! With the Beatles, with additional text on the album cover, and issued only in mono at the time, catalogue number T 6051 (a stereo Canadian release would come in 1968, catalogue number ST 6051). For the United States release, the original running order of With the Beatles was unevenly split over the group's first two Capitol albums: nine tracks were issued on Meet the Beatles! (the eight original compositions plus "Till There Was You"), while the remaining five songs, all cover versions, were placed on The Beatles' Second Album.

The LP had advance orders of a half million and sold another half million by September 1965, making it the second album to sell a million copies in the United Kingdom, after the soundtrack to the 1958 film South Pacific.[27] With the Beatles remained at the top of the charts for 21 weeks, displacing Please Please Me, so that the Beatles occupied the top spot for 51 consecutive weeks. It even reached number 11 in the "singles charts" (because at the time UK charts counted all records sold, regardless of format). No other group or singer has achieved 51 consecutive weeks at number 1 in the album charts. However, the soundtrack for the South Pacific movie did achieve 70 consecutive weeks at number one in the album charts.[28]

On 26 February 1987, With the Beatles was officially released on compact disc (in mono only, catalogue number CDP 7 46436 2). Having been available only as an import in the US in the past, the album was also issued domestically in the US on LP and cassette on 21 July 1987. Along with the rest of the Beatles' canon, it was re-released on CD in newly re-mastered stereo and mono versions on 9 September 2009.[29]

Track listingEdit

All tracks are written by Lennon–McCartney, except where noted.

Side one
No.TitleLead vocalsLength
1."It Won't Be Long"Lennon2:13
2."All I've Got to Do"Lennon2:02
3."All My Loving"McCartney2:07
4."Don't Bother Me" (George Harrison)Harrison2:28
5."Little Child"Lennon with McCartney1:46
6."Till There Was You" (Meredith Willson)McCartney2:14
7."Please Mr. Postman" (Georgia Dobbins, William Garrett, Freddie Gorman, Brian Holland, Robert Bateman)Lennon2:34
Total length:15:24
Side two
No.TitleLead vocalsLength
1."Roll Over Beethoven" (Chuck Berry)Harrison2:45
2."Hold Me Tight"McCartney2:32
3."You Really Got a Hold on Me" (Smokey Robinson)Lennon and Harrison3:01
4."I Wanna Be Your Man"Starr1:59
5."Devil in Her Heart" (Richard Drapkin)Harrison2:26
6."Not a Second Time"Lennon2:07
7."Money (That's What I Want)" (Janie Bradford, Berry Gordy)Lennon2:49
Total length:17:38


According to Mark Lewisohn:[30]

The Beatles

  • John Lennon – lead, harmony and backing vocals; rhythm and acoustic guitars; handclaps; harmonica on "Little Child"; nylon-string acoustic guitar on "Till There Was You"; tambourine on "Don't Bother Me"
  • Paul McCartney – lead, harmony and backing vocals; bass guitar and handclaps; piano on "Little Child", claves on "Don't Bother Me"
  • George Harrison – lead, harmony and backing vocals; lead and acoustic guitars; handclaps; nylon-string acoustic guitar on "Till There Was You"
  • Ringo Starr – drums, tambourine, maracas, handclaps; lead vocals on "I Wanna Be Your Man", Arabian loose-skin bongo on "Till There Was You" and "Don't Bother Me"


Charts and certificationsEdit

Release historyEdit

Region Date Label Format Catalogue
United Kingdom 22 November 1963 Parlophone Mono LP PMC 1206
Stereo LP PCS 3045
16 February 1987 CD CDP 7 46436 2
United States 26 February 1987 Parlophone CD CDP 7 46436 2
21 July 1987 Capitol Records Mono, LP CLJ-46436
Worldwide re-release 9 September 2009 Apple Records Remastered stereo CD 0946 3 82420 2 4
Remastered mono CD
13 November 2012 Remastered stereo LP 0094638242017


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External linksEdit