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Source: Japan SHM-CD Remaster

12 X 5 is the second American album by The Rolling Stones released in 1964 following the massive success of their debut The Rolling Stones in the UK and the promising sales of its American substitute England's Newest Hit Makers.

Not surprisingly, 12 X 5 followed its predecessor's tendency to largely feature R&B covers, however it does contain three compositions from the still-developing Mick Jagger/Keith Richards songwriting team, as well as two group compositions under the pseudonym of "Nanker Phelge".

After a series of sessions in Chicago in June 1964, The Rolling Stones' UK label Decca Records released the five song EP Five by Five. Because EPs were never a lucrative format in the US, London Records - their American distributor at the time - spread the EP songs across an entire album, adding seven new recordings to create a release of 12 songs by 5 musicians, hence the album's title. Decca would use the same cover (minus the lettering) for The Rolling Stones' second UK album The Rolling Stones No. 2 in early 1965.

12 X 5 proved to be a faster seller than England's Newest Hit Makers, reaching #3 and going gold quickly.

The evolution from blues to rock accelerated with the Rolling 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 it could truly challenge the Beatles' throne.

01."Around and Around" (Chuck Berry) – 3:03
02."Confessin' the Blues" (Jay McShann/Walter Brown) – 2:46
03."Empty Heart" (Nanker Phelge) – 2:35
04."Time Is on My Side" (Norman Meade) – 2:50
This is the "organ" version of this song, as opposed to the version with the guitar intro which appeared on The Rolling Stones No. 2
05."Good Times, Bad Times" (Mick Jagger, Keith Richards) – 2:32
06."It's All Over Now" (Bobby Womack, Shirley Jean Womack) – 3:27
07."2120 South Michigan Avenue" (Nanker Phelge) – 3:41
08."Under the Boardwalk" (Arthur Resnick, Kenny Young) – 2:48
09."Congratulations" (Mick Jagger, Keith Richards) – 2:28
10."Grown Up Wrong" (Mick Jagger, Keith Richards) – 2:04
11."If You Need Me" (Robert Bateman, Wilson Pickett) – 2:03
12."Susie Q" (Eleanor Broadwater, Stan Lewis, Dale Hawkins) – 1:51