It is a weird song. Seriously. If you play The Rolling Stones Out of Time for someone who only knows "Start Me Up" or "Brown Sugar," they might think you’ve accidentally put on a Motown record or a forgotten soundtrack from a mid-sixties French film. There are no snarling guitars. Keith Richards isn't ripping through a pentatonic riff that sounds like a chainsaw. Instead, you get these lush, sweeping marimbas played by Brian Jones and a string arrangement that feels almost dangerously close to "easy listening."
But then Mick Jagger opens his mouth.
"You're obsolete, my baby," he sneers. Suddenly, the song isn't sweet anymore. It’s biting. It’s cold. It’s the Rolling Stones doing what they did better than anyone else in 1966—mixing pop sophistication with absolute, unadulterated arrogance. The track first appeared on the UK version of Aftermath, an album that marked a massive turning point for the band because it was the first time Jagger and Richards wrote every single note. No more Chuck Berry covers. No more blues standards. Just their own weird, evolving vision of what rock music could be.
The Brian Jones Factor and the Marimba
You can’t talk about The Rolling Stones Out of Time without talking about Brian Jones. By 1966, Brian was getting bored. He was the guy who started the band, the purist who wanted to play Elmore James riffs until his fingers bled, but he was losing control of the group to the Jagger/Richards songwriting machine. To cope, he became a multi-instrumentalist chameleon.
💡 You might also like: Chris Isaak I Want to Fall in Love: The Accidental Masterpiece That Almost Never Happened
While Keith was sticking to the foundations, Brian was wandering around RCA Studios in Hollywood picking up sitars, dulcimers, and, in this case, the marimba. It’s the same instrument that gives "Under My Thumb" its hypnotic, Caribbean-inflected pulse. On "Out of Time," the marimba provides a melodic counterpoint that makes the song swing in a way that’s totally unique for the Stones. It’s light. It’s airy. It’s also the perfect mask for the lyrical venom Jagger is spitting.
The production by Andrew Loog Oldham is massive here. Oldham was obsessed with Phil Spector’s "Wall of Sound," and you can hear that influence in the way the strings swell during the chorus. It’s a huge, cinematic production that felt a million miles away from the grimy clubs of Richmond where they started.
Chris Farlowe and the Version That Actually Hit
Here is a bit of trivia that usually trips people up: the version of The Rolling Stones Out of Time that most people in the UK remember from the sixties wasn't actually by the Stones.
Mick Jagger produced a cover version for a singer named Chris Farlowe. It was released just a few months after the Aftermath version and actually went to Number 1 on the UK charts. Jagger even contributed backing vocals to it. If you listen to them side-by-side, Farlowe’s version is much more "soul" focused. He’s got a booming, operatic voice that turns the song into a dramatic anthem.
The Stones’ original is better. Honestly. Jagger’s delivery is more nuanced; he sounds bored and dismissive, which fits the lyrics perfectly. Farlowe sounds like he’s auditioning for a musical, whereas Mick sounds like he’s breaking someone’s heart over a gin and tonic.
The song eventually found its way onto the American compilation album Flowers in 1967. This is the version most US fans grew up with. It was shorter, edited down from the sprawling five-minute original on Aftermath to a more radio-friendly three-and-a-half minutes. They cut the best part—the long, fading groove where the marimba and the bass just lock in together.
Quentin Tarantino and the 2019 Resurgence
Music is a funny thing. A song can sit in the vault for fifty years and then, because of one specific cultural moment, it becomes a hit all over again. That happened to The Rolling Stones Out of Time in 2019.
Quentin Tarantino used the song in Once Upon a Time in Hollywood. It plays during a pivotal transition toward the end of the film as the sun sets over 1969 Los Angeles. The choice was genius. The song, recorded in '66, already felt like a relic of a "simpler" time compared to the heavy, psychedelic chaos of '69. It perfectly captured the feeling of an era ending.
Suddenly, a whole new generation was Googling the lyrics. Spotify numbers spiked. It was a reminder that the Stones' mid-sixties output was incredibly deep. It wasn't just "Satisfaction." It was these baroque, experimental pop songs that dared to be pretty and mean at the same time.
Analyzing the "Mean" Lyrics
Let's be real: the lyrics haven't aged perfectly if you’re looking for a feminist anthem. Jagger is essentially telling a woman that she’s missed her chance, she’s "out of time," and she’s no longer relevant to him.
👉 See also: Lost on a Mountain in Maine Streaming: Where to Watch the Donn Fendler Story Right Now
You don't belong to no one / You don't begin to understand
It’s harsh. It’s the "Arrogant Mick" persona at its peak. But in the context of 1966, this was part of the Stones' "bad boy" brand. While the Beatles were singing about holding hands, the Stones were singing about social obsolescence and the cold reality of shifting power dynamics in relationships.
Why the Arrangement Still Works
The bass line by Bill Wyman is often overlooked, but it's the glue. While Brian Jones is dancing around on the marimba and the violins are screaming, Bill stays incredibly steady. It’s a melodic bass part, influenced by James Jamerson at Motown, but it has that heavy, English thud.
Jack Nitzsche was the man responsible for the choral and string arrangements. He was the secret weapon on many of those mid-sixties Stones sessions. He knew how to take a rock band and make them sound like a symphony without losing the "edge."
If you listen to the track on a good pair of headphones today, you can hear the room. You can hear the bleed between the microphones. It was recorded at RCA Studios in Los Angeles, a place the Stones loved because the rooms were bigger and the technology was more advanced than what they had at Olympic or De Lane Lea back in London. The air in the room is part of the instrument.
Common Misconceptions
- "It was written for someone else." No, it was written for Aftermath, but the band clearly saw its potential as a "pop" hit, which is why they gave it to Chris Farlowe.
- "Keith Richards hates it." While Keith generally prefers the "hairy" rock tracks, he’s never publicly trashed the song. He just didn't have much to do on it besides some acoustic strumming.
- "It's a psychedelic song." Not really. It’s Baroque Pop. It belongs in the same category as "God Only Knows" by the Beach Boys or "Eleanor Rigby." It’s about using classical instruments in a pop context.
Actionable Insights for Music Fans
If you want to truly appreciate The Rolling Stones Out of Time, don't just stream it on a crappy phone speaker. This song is all about the "middle" frequencies.
- Seek out the UK Aftermath version. The full five-minute cut is essential. The way it builds and then slowly deconstructs itself during the outro is a masterclass in studio vibe.
- Compare the Mono vs. Stereo mixes. The 1960s were all about mono. The mono mix of this track has a punch and a "tightness" that the stereo mix lacks. In stereo, the marimbas are panned hard to one side, which can feel a bit lopsided. The mono mix hits you right in the chest.
- Watch the Once Upon a Time in Hollywood sequence. Even if you’ve seen the movie, watch that specific scene again just to see how the rhythm of the marimba matches the visual pacing of the cars driving through LA. It’s a lesson in how music can change the "meaning" of a visual.
- Listen to Brian Jones’ other '66 contributions. If you like this, go listen to "Lady Jane" (dulcimer) and "Paint It, Black" (sitar). It gives you a full picture of how one man’s boredom changed the sound of the greatest rock and roll band in the world.
The song is a snapshot of a moment when the Rolling Stones were the most creative, arrogant, and experimental they would ever be. They weren't just a blues band anymore. They were pop stars, and they were letting the world know that if you couldn't keep up, you were simply out of time.
To explore this era further, look into the Abkco remasters of the early catalog. These are generally considered the gold standard for audio quality for the 1963-1969 period, bypassing the compressed "loudness war" issues found in some later digital reissues. Reading Bill Wyman’s autobiography, Stone Alone, also provides a surprisingly grounded, day-by-day look at the RCA studio sessions where these tracks were born. While Jagger and Richards were the faces, the technical precision of Wyman and the experimentalism of Jones were what turned a simple pop song into an enduring piece of 1960s art.