Equally effective as a Jagger-Richards distillation of rock and R&B is "The Last Time," a tune easily the equal of Bobby Womack's "It's All Over Now," which the Stones handily covered on 12 X 5. Standing out from the crowd is the harpsichord-driven, English folk-inspired "Play With Fire," a menacing minor key song full of subtly expressed psychological violence. This tune, a marked change of pace for the band, hinted at the stylistic variety they would later explore.

Album Description
Remastered reissue of 1965 album, suitable for standard & 'Super Audio' CD players. Digipak. Abkco. 2002.

There are 3 Out Of Our Heads Releases (all were released with lower case titles):
July 30, 1965 - U.S. London Records vinyl out of our heads
(the heads cover with Keith at center)
September 24, 1965 - U.K. Decca Records vinyl out of our heads
(the hallway cover with Brain at front)
December 3, 1965 - U.S. London Records vinyl december's children (and everybody's)
(the hallway cover with Brain at front)

This new remastered SACD is the September 24, 1965 U.K. Decca Records vinyl Out Of Our Heads release. This version of Out Of Our Heads added She Said Yeah, Talkin' Bout You, Oh Baby, Heart Of Stone, and I'm Free. The UK release did not include the following tracks that were on the U.S. release: The Last Time, I'm All Right, Satisfaction, Play With Fire, Spider And The Fly, and One More Try. It was the first UK stereo release - actually reprocessed simulated stereo - and used the same cover that would be used for the U.S. December's Children cover.

Note: ABCKO acquired the Stones' catalog when Allen Klein became their manager in the 70s. The resulting legal battles produced releases that the Stones opposed (they took out full page adds asking fans not to buy them), including the controversial Metamorphosis releases (which are now available on CD for the 1st time ever). But the sad fact is that the Stones lost control of their great early material. With these remastered SACD releases, we at last have some idea of what they really sounded like in the studio. I guess if we had these 40 years ago they would have ended up Greatest Rock And Roll Band in the Universe instead of just our tiny little World.

You must buy all 3 releases to get all the tracks, although if you bought the 2 U.S. releases + the earlier U.S. release The Rolling Stones, Now! you would get everything on this U.K. Out Of Our Heads release.

Here is a listing of which tracks are on which release:
U.S. Out Of Our Heads tracks
.....The Last Time
.....I'm All Right
.....Satisfaction
.....Play With Fire
.....The Spider And The Fly
.....One More Try
U.S. Out Of Our Heads & U.K. Out Of Our Heads tracks
.....Mercy Mercy
.....Hitch Hike
.....That's How Strong My Love Is
.....Good Times
.....Cry To Me
.....The Under Assistant West Coast Promotion Man
U.K. Out Of Our Heads tracks
.....Oh, Baby (we got a good thing going)
.....Heart Of Stone
U.K. Out Of Our Heads & U.S. December's Children tracks
.....She Said Yeah
.....Gotta Get Away
.....Talkin' `Bout You
U.S. December's Children tracks
.....I'm Free
.....You Better Move On
.....Look What You've Done
.....The Singer Not The Song
.....Route 66
.....Get Off Of My Cloud
.....As Tears Go By
.....Blue Turns To Grey
.....I'm Moving On

The U.K. Out Of Our Heads tracks were recorded during 1964-5 as follows:

1964: Oct 27 - Nov 2 at RCA Studios in Hollywood
.....Hitch Hike
.....Oh Baby (we got a good thing going)
.....Heart Of Stone
May 10, 1965 at Chess Studios in Chicago
.....That's How Strong My Love Is
.....Mercy, Mercy
.....Under Assistant West Coast Promotion Man
May 11-12, 1965 at RCA Studios in Hollywood
.....Good Times
.....Cry To Me
Sep 6-7, 1965 at RCA Studios in Hollywood
.....I'm Free
.....She Said Yeah
.....Gotta Get Away

This information comes from "It's Only Rock And Roll: The Ultimate Guide To The Rolling Stones" by Karnbach and Bernson and from my own collection.


Best original album before Aftermath, better even!   September 12, 2002
a discerning fan (Austin, TX USA)
14 out of 15 found this review helpful

Granted, this version doesn't have the group's biggest hits, but it flows together nicely, with the soul covers and "She Said Yeah" brought together on the same CD, plus such fine originals as "Gotta Get Away" and "I'm Free." While he is no Otis Redding, the young Mick Jagger brings passion and personality to the proceedings here, and the other members can more than hold their own with Booker T and the MGs, even without horns. (And with them, they went on to give us _Sticky Fingers_ and _Exile on Main St._.) The consistent excellence of this early album arguably makes it better realized than either _Aftermath_, even if the latter (which relies exclusively on original material) is generally seen as the turning point for the group as albums artists.

Others might disagree, but I think that buying both the US and UK versions of this album, together with the weaker _December's Children, is completism run amok, too much redundancy for your money. Instead, I recommend simply supplementing the UK album with _Big Hits (High Tide and Green Grass)_, which will give you the stereo version of "Heart of Stone," plus the famous hits from the US _Heads_ and _December's Children_ ("The Last Time," "Satisfaction," "Get Off of My Cloud"), featured with the rest of the group's American hits up through 1966's "19th Nervous Breakdown."


Have mercy, indeed!   September 12, 2002
Barry Veverka-Brownlie (Winnetka, California United States)
10 out of 11 found this review helpful

Let's put it this way, this is the end or culmination of the early Stones, the final album devoted to blues and R&B covers before the middle period of original Elizabethan/Victorian/Blues/Folk/Pop/Rock. Though there are always exceptions in every period.

If you like this period, you will love this album.

Yes, there are noticeable track differences between the USA and UK versions, and, these have already been noted. You may purchase several USA CDs ('The Rolling Stones Now!', 'Out Of Our Heads', 'December's Children...') and not need to purchase this CD. But I have always preferred this track order and if you are so inclined I highly recommend this CD.

Musically, the material is strong. The original compositions show that Mick and Keith have been paying attention. It almost makes you wonder how did they come up with something as strong as 'Heart Of Stone' as if it was really written by someone much older and experienced in songwriting and life.

Technically, I don't recall this album ever being released in stereo (other than electronically reprocessed). The fact that 'Heart Of Stone' does exist in stereo implies that a stereo version of this entire collection might be created. Barring that happening, the new remaster sounds great and I have enjoyed pumping up the volume at home and in the car.

My favorites:
Have Mercy
Hitch Hike
Gotta Get Away
Talkin' 'Bout You
Heart Of Stone
The Under Assistant West Coast Promotion Man (not a B-side in the UK)
I'm Free (I very much like what I call the George Harrison inspired guitar break)

So, yes, for an album without a big hit single (as was the case for many of their early UK albums), The Stones equalled the material they showcased on another of my favorite early Stones album from the UK, 'The Rolling Stones No. 2'.


Their Blusey & Raunchiest Best   December 13, 2004
Marley (Long Island, NY)
4 out of 4 found this review helpful

I've always been a big fan of the US releases of Out Of Our Heads and December's Children. What I didn't know is that the UK version of Out Of Our Heads is actually a composite of songs featured on both of the above mentioned US album releases. What you don't get are the hit singles from those albums; Get Off My Cloud, Last Time & Satisfaction. But, the songs included in the UK album feature the Stones, in their prime, covering some classic Motown; Mercy Mercy & Hitch Hike, (Marvin Gaye), Stax Volt; That's How Strong My Love Is, (Otis Redding) and Sam Cooke's timeless classic Good Times.

The songs seague beautifully and hold together more cohesively than on the US albums and the digital remastering is far superior to the US releases that were orginally released on CD in the mid '80's. If you like the Stones, in their early British Blues period circia 1965-67, then you'll love this one. It ranks right up there with Aftermath and 12x5 and Rolling Stones Now as their blusey and raunchiest best!


Terrible sound quality mars this otherwise cool reissue   March 14, 2005
Gregory Carson
3 out of 3 found this review helpful

I loved it that ABKCO released several of the classic Rolling Stones catalog from the 60's in the British versions as well as the more familiar American albums. In the case of Aftermath in particular, the buyer gets a much better album than the American version. I also bought the UK versions of Between the Buttons and Out of Our Heads. The latter purchase was a big disappointment however. In general, the sound quality has been extraordinary on the ABKCO releases on hybrid SACD. Out of Our Heads UK is the exception. The sound quality is muddy and extremely low fi. I am assuming that the original masters must be in poor condition, because other albums from the same period, like Big Hits, High Tide Green Grass sound fine. I applaud the idea of releasing the British Out of Our Heads album, because it is a cool selection of cover tunes and Jagger/Richards originals, but the atrocious sound quality makes it a bad purchase choice.