Just My Imagination (Running Away with Me)

There are covers, and then there is what The Rolling Stones did with a Motown ballad in a Paris studio while the rest of the record business was busy declaring them finished. "Just My Imagination (Running Away with Me)" sits third on Some Girls, the 1978 album that put the band back on the front page, and it is the quietest argument on a record full of loud ones. Norman Whitfield and Barrett Strong wrote it. The Temptations cut the original in late 1970 at Golden World in Detroit, Eddie Kendricks on the lead, strings and French horns draped over a slow, aching rhythm track, and Gordy shipped the single in January 1971. It went to number one on the Billboard Hot 100 and became Kendricks' farewell bow before he left the group. Seven years later Mick Jagger, Keith Richards, Ron Wood, Bill Wyman and Charlie Watts walked into Pathé Marconi in Boulogne-Billancourt and treated the same two or three chords like a bar band warming up.

Jagger has said he had wanted the song for years, originally as a duet with Linda Ronstadt. That pairing never happened. What landed on tape instead was, in his own words, an English rock and roll band tuning up on Imagination. The sessions ran from October into December 1977 and picked up again in early 1978, produced by the Glimmer Twins, engineered by Chris Kimsey. Jagger sang lead and played rhythm guitar. Richards and Wood shared rhythm and lead, with Richards taking the solo, and both sang behind the lead. Wyman held the bass, especially in the closing stretch where the line keeps moving under the stacked voices. Watts played the drums the way he always played a borrowed soul number, unhurried and exact. Ian McLagan, the former Small Faces and Faces keyboard player and a friend of the band from the Ronnie Wood orbit, added Hammond organ. The album cut runs about four minutes and thirty-eight seconds. Outtakes that have circulated among collectors run longer, including a six-minute pass with improvised lyrics and another take built around the line about looking through the window.

The Stones did not leave the lyric alone. Jagger has said he invented the bit about two girls for him, and that in the song the girl still does not know the singer exists. It is a dream. He also dropped in a New York reference, which fits the record. He had been staying in the city while punk and disco were rewriting the rules, and Some Girls wears that address. This was the third time the band had reached for a Temptations song. They had cut "My Girl" back in 1965, a version that stayed in the vault for years, and they had taken "Ain't Too Proud to Beg" to the charts in 1974 on It's Only Rock 'n' Roll. Whitfield, who wrote the original with Strong, later shrugged at the Stones' reading and called it anything but romantic. He was not wrong about the temperature. The Paris version trades the Detroit strings for twin guitars, a garage edge, and the kind of loose vocal harmony the band had been chasing since Wood joined full time. It does not replace Kendricks. It relocates the daydream into a room where the amps are already on.

Some Girls arrived on June 9, 1978, on the band's own Rolling Stones Records, and it was the comeback nobody in the punk press had budgeted for. "Miss You" opened the album and owned the radio. "Beast of Burden," "Shattered" and "Respectable" gave the rest of the set its New York snap. "Just My Imagination (Running Away with Me)" is the pause between "When the Whip Comes Down" and the title track, a soul cover set down in the middle of a record that was otherwise busy proving the Stones could still write. The sleeve, with its wig ads and borrowed faces, drew a lawsuit and had to be revised. The music did not need revising. The band took the song out on the 1978 and 1979 tour and brought it back in later years, including stretches in the 1990s and again in the 2000s and 2010s. Onstage it stayed a guitar song, not a string chart.

The people who made that record had already been a band for a decade and a half. The Rolling Stones formed in London in 1962, named after a Muddy Waters song, with Jagger and Richards at the center, Brian Jones shaping the early sound, Wyman on bass and Watts on drums. Jones was gone by 1969 and died that summer. Mick Taylor carried the lead guitar through the great run from Let It Bleed to It's Only Rock 'n' Roll, then left. Wood, already a familiar face from the Faces and from the Black and Blue sessions, stepped in and by Some Girls was no longer the new guy. That album is the first full statement of the lineup most listeners still picture when the name comes up: Jagger, Richards, Wood, Wyman and Watts. Wyman departed in 1993. Watts played until his death in 2021. The band has kept recording and touring, with Hackney Diamonds in 2023 and further studio work after that, still billed as The Rolling Stones, still led by Jagger and Richards, with Wood beside them.

What makes the cover stick, all these years past the Pathé Marconi reels, is how little it tries to win a contest with Motown. The original is a dream sung from a window. The Stones version is the same dream told by a band that had spent the middle of the decade fighting itself, the taxman and the critics, and had just decided to sound like a five-piece again. Jagger leans into the story instead of the sigh. The guitars answer each other the way Wood and Richards always have, one of them slightly late on purpose. McLagan's organ keeps a little of the church that Whitfield built into the Temptations record, without the orchestra. If you came in through classic rock radio, this is the cut that explains why a British band could borrow from Detroit and still sound like itself. The girl in the song never looks up. The band does not seem to mind.

You can chase the rest of the catalog, the tours and the deep cuts the way a freeform rock station still does, over at THE ZOO. The band's own home on the web is rollingstones.com, with the social pages at Facebook, Instagram and X. Long-running fan desks worth a bookmark are Time Is On Our Side and It's Only Rock 'n Roll. Put the needle on side one, track three, and let the window stay shut.