"As Tears Go By" was an early composition by Mick Jagger and Keith Richards, a departure from the American blues and rhythm and blues tunes the Rolling Stones typically performed. Their manager, Andrew Loog Oldham, reportedly locked them in a kitchen, instructing them to write a song with "brick walls all around it, high windows, and no sex." Though initially considered "terrible tripe" by the writers, the song found its way onto the American album December's Children (And Everybody's). It plays like a reflective, poignant moment amidst the band's more raucous early sound.