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Album cover for U.S.-only ’12 x 5’ and U.K.-only ‘No. 2’, even though the two albums only share 4 tracks.

Released: October 17, 1964

Rating: 4.085 (average of 13 ratings)

Genre: classic rock

Quotable: --

Album Tracks:

  1. Around and Around (Berry) [3:00]
  2. Confessin' the Blues (Little Walter/ McShann) [2:45]
  3. Empty Heart [2:35]
  4. Time Is on My Side (Ragovoy) [2:50]
  5. Good Times, Bad Times [2:28]
  6. It's All Over Now (Womack/ Womack) [3:20]
  7. 2120 South Michigan Avenue (Phelge) [2:08]
  8. Under the Boardwalk (Resnick/ Young) [2:45]
  9. Congratulations [2:25]
  10. Grown Up Wrong [2:04]
  11. If You Need Me (Bateman/ Pickett/ Sanders) [2:00]
  12. Susie Q (Broadwater/
    Hawkins/ Lewis)
Songs written by Jagger / Richards unless indicated otherwise.

Total Running Time: 30:19


sales in U.S. only ½ million
sales in U.K. only - estimated --
sales in all of Europe as determined by IFPI – click here to go to their site. --
sales worldwide - estimated 1 million


peak on U.S. Billboard album chart 3
peak on U.K. album chart --

Singles/Hit Songs:

  • It’s All Over Now (7/2/64) #36 US, #1 UK
  • Time Is on My Side (10/17/64) #6 US, #62 UK

Notes: This was a US-only release; the UK audience was more focused on singles and EPs than LPs. Four cuts ("Under the Boardwalk," "Time Is on My Side," "Grown Up Wrong," and "Susie Q") showed up later on the UK album No. 2, an album which also used the cover of 12 x5.

“The re-issue…includes a…long version of the great instrumental ‘2120 South Michigan Avenue,’ which runs for a good minute and a half longer (including a fiery guitar solo) than the version used on the original LP, and was previously available only on a German LP and bootlegs” (Unterberger).

12 x 5
The Rolling Stones
“The evolution from blues to rock accelerated with the Stones' second American LP. They turned soul into guitar rock for the hits It's All Over Now and Time Is on My Side (the latter of which was their first American Top Ten single). 2120 South Michigan Avenue is a great instrumental blues-rock jam; Around and Around is one of their best Chuck Berry covers; and If You Need Me reflects an increasing contemporary soul influence. On the other hand, the group originals (except for the propulsive Empty Heart) are weak and derivative, indicating that the band still had a way to go before they could truly challenge the Beatles' throne” (Unterberger).

Review Source(s):

Related DMDB Links:

Previous Album: England’s Newest Hit Makers (aka “The Rolling Stones”) (1964) The Rolling Stones’ DMDB page Next Album: Now! (aka “No. 2”) (1965)

Last updated April 1, 2008.