In the US, Ringo's continuing popularity led Capitol Records to release this song as the B-side of the Nowhere Man single.
Girl - Another outstanding Lennon composition, and a recording that has an Old World feel to it. Oddly, this is achieved in part by use of George's sitar, which sounds more like a mandolin when he plays it in the instrumental break near the end of the song. As in Norwegian Wood, John's voice has that world-weariness in it as he sings one of his more mature lyrics to date. That maturity is balanced by Paul and George's backing vocals, which sound as if they are singing "dit dit dit," but which they later admitted were a bit naughty.
I'm Looking Through You - This McCartney composition was remade twice before arriving at a finished product. The first version, available on Anthology 2, is at a slower tempo and has a stripped-down instrumentation. It also lacks the superb bridge and its gorgeous melody, making the released version a definite improvement. Ringo gets credit for playing the Hammond organ this time by hitting the same chord several times at the end of each chorus.
In My Life - A major work, and one of the only songs in the entire catalog to spark a significant disagreement between Lennon and McCartney over who wrote what. Lennon claims to have written the lyrics and had some help from McCartney with the music, while Paul says he wrote the entire melody. Whatever the truth may be (and most writers refer to it as Lennon's song), it is a tremendous piece of work. While still a love song, it places a particular love in perspective with the singer's entire life, and does so simply and beautifully. The band's playing is equally simple and elegant, except for the intricate instrumental break. John and Paul asked George Martin to come up with something for that spot in the song and the classically-trained producer came back with a baroque piano solo. He could not play it at the proper speed, however, so he played it at half-speed and sped up the tape to make it fit. The Beatles were intrigued by this vari-speed process and would begin experimenting with it liberally on their next album.
Wait - This is the first Lennon-McCartney 50-50 collaboration since Baby's in Black on Beatles for Sale. They had recorded this song at the final session for Help! in June, but it was put on the shelf when Dizzy Miss Lizzy was chosen to close that album. Now, at the final session for Rubber Soul, it was dusted off, a few overdubs were added, and it was considered good enough for release. John and Paul split the vocal duties, with John singing the lead-in to the first and third line of each verse before Paul joins in, and Paul singing the bridge solo. George uses the tone pedal for his guitar part. And Ringo does his usual fine job. In fact, Ringo's work on the entire album is exceptional. As the work of the other Beatles has matured, he has learned to pull back from the relentless Mersey Beat of the early days and provide just the right setting for the needs of each recording, seldom drawing attention to himself in the process - the mark of a true professional.
If I Needed Someone - Harrison opens his best composition to date with a ringing guitar riff in the style of the Byrds, which repeats throughout the song. This is a case of an influence coming full circle. Roger McGuinn and David Crosby had been blown away by George's 12-string Rickenbacker in the film A Hard Day's Night, and consequently built their group sound around chiming guitars. George returns the favor with this number. John and Paul provide strong harmony and backing vocals for much of the song, although, to me, John's mid-range harmony seems strangely dominant in the mix.
Run for Your Life - This brilliant album comes to an unfortunate close with a disturbing number by Lennon. I place this song in my Restraining Order Hall of Fame along with Hey Joe by Jimi Hendrix and Down by the River by Neil Young - really good, catchy songs with despicable lyrics about jealousy resulting in murder or, in this case, the threat of it. Sure, I know there's a whole tradition of "He/she done me wrong, so I shot him/her" songs in country, jazz, R&B and rock and roll, but that doesn't make it any more palatable, especially coming from a group whose overwhelming message was one of peace and love. This song, which was the first to be recorded at these sessions, has a real country feel to it, and being one of the only uptempo numbers, Martin chose it to close out the album.
As was the case with side one, the US version of the album is similar, yet significantly different. Capitol omits If I Needed Someone and replaces What Goes On with It's Only Love from the UK album Help! The songs Drive My Car, Nowhere Man, If I Needed Someone and What Goes On appeared on the compilation "Yesterday"...and Today in June of 1966.