”This is the one that turned the world upside-down. Released as its creators evolved from pop group to phenomenon, With the Beatles both affirmed promise and proclaimed genius” (CdUniverse.com). While it shares “several similarities with its predecessor – there is an equal ratio of covers-to-originals, a familiar blend of girl group, Motown, R&B, pop, and rock, and a show tune that interrupts the flow of the album” (Erlewine), the album “is a sequel of the highest order – one that betters the original by developing its own tone and adding depth” (Erlewine). This time around, The Beatles demonstrated a “growing toughness” (Pond); With the Beatles “not only rocks harder, it's considerably more sophisticated” (Erlewine).
“The heart of [the album] lies…in…the originals” (Erlewine) which “are well-crafted and tuneful” (Wilson). “No band in the history of rock music can boast…sing[ing] harmony like these guys…Those nasal, working-class accents just manage to melt into some of the most beautiful combinations of notes ever” (Ursi). ”The Lennon-McCartney writing team was gathering steam and beginning to knock out pop classics as if they were pulling them out of thin air” (Nickson). “A slew of memorable…compositions embraced pop at its most multi-faceted, robust, melancholic, excited, and wistful” (CdUniverse.com). The group “had acquired a unique sound in the blend of John's and Paul's voices, while George was coming on by leaps and bounds as a guitar player” (Nickson). “It was clear that, even at this early stage, the Beatles were rapidly maturing and changing, turning into expert craftsmen and musical innovators” (Erlewine).
“They could deliver rock & roll straight [such as on] I Wanna Be Your Man” (Erlewine), which “is a good original Beatles’ song [with] a decent energetic Ringo vocal” (Denning). After “observing the tremendous audience response that Ringo [got] whenever he [sang] ‘Boys’, John and Paul…pen[ned this] new number” (Barrow) with Ringo in mind. It was also a song “which Rolling Stones' manager Andrew Loog Oldham had coaxed from the band earlier” (Connolly).
It Won't Be Long is one of the album’s “propulsive rockers” (Erlewine). It “is a Beatle-mania crowd-pleaser” (Denning) "with it's yeah yeah yeah's” (Agnos) and is “unremarkable musically but fairly remarkable vocally, especially the swoon-some harmony at the end” (Denning).
They could also “twist it around with a little Latin lilt [such as on]Little Child, one of their most underrated early rockers” (Erlewine) that “makes good use of the harmonica” (Denning).
All My Loving, a “sprightly pop/rocker” (Erlewine), “is about as good a song as the Beatles have ever released. It has one of those Beatlesque melodies that is sure to stick in your head for a long time” (Agnos). “The little country guitar break in the middle is delightful. It shows The Beatles beginning to think a little more about their songs, even at this early stage” (Denning).
There were also “richly melodic…slower songs [such as] Not a Second Time” (Erlewine), which “benefits from piano in the mix” (Denning).
That song and “sweet ballads [like] the achingly gorgeous All I've Got to Do” (Erlewine), showcased “great Lennon vocals” (Wilson). This is “a semi-successful attempt at rewriting the Burt Bacharach/Hal David song ‘Baby It's You’ which they covered on Please Please Me” (Agnos). It “has a nice structure about it [and] it's a good song that shows practice makes, if not perfect, then at least a little better than before” (Denning).
”The midtempo pop number Don't Bother Me” (Agnos), which is George Harrison’s first contribution, ”is a standout, with its wonderfully foreboding minor-key melody” (Erlewine).
Since the Beatles covered so much ground with their originals, their covers pale slightly in comparison, particularly since they rely on familiar hits” (Erlewine). “Only Devil in Her Heart [by “American all-girl group The Donays” (Barrow)] qualifies as a forgotten gem” (Erlewine). Still, “the band was always remarkably competent even when covering the most vapid material” (Alroy) and, after all, “the group always turns in thoroughly enjoyable performances” (Erlewine).
There are a couple of “high-energy 50s rock 'n' rollers” (Alroy) like Roll Over Beethoven, “a surprisingly stiff reading” (Erlewine), in which “Harrison does a dead-on Chuck Berry guitar lick” (Agnos), and Money (That's What I Want), which “is slightly bizarre with its jazzy parts and all, but once John lets his vocals loose, you're slightly pinned back to the wall” (Denning).
The Beatles also cover a couple of modern R&B hits “such as Lennon's soaring interpretation” (Erlewine) of You Really Got a Hold on Me, originally recorded by The Miracles. “The guitars are less to the fore varying the sound of the album when it needed a little sonic variation. Piano comes in (played by George Martin apparently)” (Denning) and ”with able backup singing by McCartney and Harrison [the song is] out of the stratosphere” (Agnos).
The Beatles complete a trilogy of Motown covers (“Money” and “You’ve Really Got a Hold on Me” being the other two), with their “playful” (Agnos) version of The Marvelettes’ Please Mister Postman. They “try to replicate those girl group harmonies, and actually do an ok job. John's double-tracked lead vocal is pretty strong” (Denning).
Paul does a “respectable job” (Agnos) on the “endearing” cover of Till There Was You, “the near-standard hit from the show The Music Man” (Barrow). It “is a lovely lilting Spanish flavoured song” (Denning) that demonstrates how the Beatles “listened to a lot of different kinds of music to come up with their unique sound” (Agnos).
“With the Beatles freed artists to record their own material, and the course of pop was irrevocably changed” (CdUniverse.com). “This album successfully shows a band with plenty of talent and charisma. It is a testament to the Beatles that one of their lesser albums is this good” (Agnos). “This is probably the best document of the Beatles as high-energy, three-guitar rock and roll band” (Wilson).