Just The Way You Are

Album: The Stranger (1977)
Charted: 19 3
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  • Joel wrote this song about his first wife, Elizabeth. A pure expression of unconditional love, he gave it to her as a birthday present.

    Sadly, after nine years of marriage, Joel and Elizabeth divorced in 1982. Joel's next two marriages didn't work out either: he was married to Christie Brinkley from 1985-1994, and to Katie Lee from 2004-2010.

    "Every time I wrote a song for a person I was in a relationship with, it didn't last," Joel said. "It was kind of like the curse. Here's your song - we might as well say goodbye now."
  • According to Joel, some listeners missed the point and thought the song was misogynistic because he was telling a woman she wasn't "allowed" to change.

    "No, no, no. Don't go changing to try and please me," he told SiriusXM in 2016. "People forget these things. If they don't like what I do, they'll go, 'Oh yeah, he hates women. Look at this. Don't change, stay the way you are, the same old someone that he knew. Wow, he really doesn't like her.'

    Don't change for me. You wanna change for yourself, fine. But you don't have to change for me because I'm happy exactly the way you are. That's why I love you in the first place."
  • After Joel recorded this, he didn't think much of it, considering it a "gloppy ballad" that would only get played at weddings. He credits his producer, Phil Ramone, with convincing him that it was a great song. Ramone brought Linda Ronstadt and Phoebe Snow into the recording studio to hear the song, and of course they loved it, which was good enough for Billy. On Australian TV in 2006, Joel confirmed: "We almost didn't put it on an album. We were sitting around listening to it going naaah, that's a chick song."
  • Joel's longtime drummer Liberty DeVitto considers his work on this track his greatest contribution to a Billy Joel song. In his Songfacts interview, DeVitto said: "Me and [producer] Phil Ramone came up with that kind of crazy rhythm that started out as a samba beat, like a bossa nova with a brush and a stick."

    But DeVitto was one of the most vocal opponents of the song in its original form. Joel recalled in Ramone's book Making Records: "We originally played 'Just The Way You Are' as a cha-cha: 'Don't go changing (cha-cha-cha) - just to please me (cha-cha-cha).…' Well, Liberty DeVitto got so pissed that he threw his drum sticks at me. 'I'm no goddamned sissy drummer,' he said."

    When Ramone agreed the cha-cha rhythm wasn't working and suggested a pattern with a more sensuous feel, DeVitto finally got on board. The drummer recalled in Making Records:

    "Phil suggested trying a South American Byonne rhythm, and tapped out the pattern to show me what he meant. We tried it again, and this time I began dropping the bass drum out in certain places, and playing the tom-tom on the 'and' of four. The slight rest, and a little extra pressure on each kick of the bass drum pedal gave it extra emphasis. Using brushes on the snare gave it a very sexy sound."
  • Barry White's cover version hit #12 in the UK in 1978. The song was also covered by Frank Sinatra and Isaac Hayes, whose version is in 6/8 time with a long introductory rap.

    Joel was particularly amused by the Sinatra cover. "When we have a soundcheck we always send up my own material and we do 'Just The Way You Are' with this cheesy Las Vegas swing and make a whole joke of the thing and Sinatra did it exactly the same way," he told Q in 1987. "I screamed when I heard it! You sure this isn't me singing this, Frankie, or is it a joke or whaaat?"
  • Joel played a Fender Rhodes electric piano on this track, using the instrument's phase shifter effect. This same setup can be heard on the Paul Simon song "Still Crazy After All These Years."
  • This was the first single off The Stranger, which was Billy Joel's fifth album.
  • On a July 16, 2006 blog for the Australian newspaper The Herald Sun, Joel said that he dreamt the melody and chord progression and wrote the lyrics over a few days after the dream recurred. He added that the drum pattern was suggested by his producer at the time, Phil Ramone.
  • Joel expanded to USA Today: "I dreamt the melody, not the words. I remember waking up in the middle of the night and going, 'This is a great idea for a song.' A couple of weeks later, I'm in a business meeting, and the dream reoccurs to me right at that moment because my mind had drifted off from hearing numbers and legal jargon. And I said, 'I have to go!' I got home and I ended up writing it all in one sitting, pretty much. It took me maybe two or three hours to write the lyrics."
  • "Just The Way You Are" won Grammy Awards for Song of the Year and Record of the Year at the 1979 ceremony. It was a breakthrough for Joel, whose biggest hit to this point was "Piano Man," which reached #25 in the US.

    Joel told USA Today July 9, 2008: "I was absolutely surprised it won a Grammy. It wasn't even rock 'n' roll, it was like a standard with a little bit of R&B in it. It reminded me of an old Stevie Wonder recording." >>
    Suggestion credit:
    Bertrand - Paris, France
  • In his 2014 appearance on a Howard Stern town hall special, Joel explained that the original sheet music printed for this song was wrong, with an extra chord in the intro. He says that he often hears people playing it the wrong way, and has even corrected some of them when he hears it.
  • Joel played this on a 1988 episode of Sesame Street where he appeared with the deaf actress Marlee Matlin. They pay a visit to Oscar the Grouch, where Joel sings an altered version of the song to the trash-can dweller while Marlin signs the lyrics. Joel makes it clear that Oscar is fine the way he is, as he sings:

    Don't go changing just to please me
    'Cause being friendly's not your style
    Don't want to hear you saying "thank you"
    I would hate to see you smile
    Just be grouchy
    Really grouchy
    You've done it pretty well so far
  • Paul McCartney delivered high praise for this song, stating in his Club Sandwich newsletter that it's one of the few songs he wished he had written ("Stardust" was his first selection).
  • Joel performed this on Saturday Night Live in 1977, three months before it was released.
  • Phil Woods, who is a prominent jazz player, was brought in to play the alto saxophone for this song after Phil Ramone decided Richie Cannata's tenor sax wasn't providing enough dimension to the bridge. He thought the solo needed "the throaty texture" of an alto sax.

    "My suggestion to use Phil Woods wasn't meant to offend Richie Cannata or his playing," Ramone wrote in his 2007 book, Making Records: The Scenes Behind The Music. "In this instance, I believed that we needed a specific sound that only a specialist such as Phil could provide, and as the final arbiter, I followed my instinct. I've found that if you can justify the merits of doing something that will help make a stronger musical statement, everyone usually understands. I knew that Richie would understand - and he did."

    Cannata said he wasn't hurt by the decision because he looked up to Woods and was honored to have him play on the track. But it did make his job harder. "Since I had to play the part on the road, 'Just The Way You Are' forced me to learn to play alto sax," he explained.
  • "Just The Way You Are" was Joel's first chart entry in the UK.
  • Actress Lesley Ann Warren sang this during her 1979 appearance on The Muppet Show.
  • A duet version with Joel and Canadian singer/actress Michelle Creber was used in the 2015 Hallmark Channel movie, Just The Way You Are, starring Candace Cameron Bure.
  • This was used in these TV shows:

    American Horror Story ("Blood Buffet" - 2021)
    The Romanoffs ("End Of The Line" - 2018)
    Glee ("Movin' Out" - 2013)
    Candy Love (Episode #1.7)
    Home Boy ("Merry Martin Christmas" - 2006)
    Everwood ("My Funny Valentine" - 2003)
    The Sopranos ("Second Opinion" - 2001)
    Only Fools And Horses ("The Jolly Boys' Outing" - 1989)
    WKRP In Cincinnati ("Put Up Or Shut Up" - 1980)
    B.J. And The Bear ("Crackers" - 1979)

    And these movies:

    The Players (2012)
    The Hangover Part II (2011)
    Nick And Norah's Infinite Playlist (2008)
    Happy Endings (2005)
    Looking For Kitty (2004)
    The Guru (2002)
    Out Cold (2001)
    Mortal Thoughts (1991)
    Rock Odyssey (1987)
    The Blues Brothers (1980)
    FM (1978)

Comments: 34

  • Rick from PhiladelphiaThe title of this song and the main line of the song (I love you just the way you are), is the last line of the Four Seasons hit, "Rag Doll".
  • Melinda from AustraliaWhen Paul Macartney was asked which song He wished he wrote. It was Just The Way You Are. By Billy Joel.
    If you think about it it sounds like something Paul Macartney would have wrote either when in The Beatles. Or Wings
    For those who have been led to believe that the wife, Elizabeth Weber, Billy Joel wrote this for is wonderful. Think again.
    She was actually quite sociopathic. Stole millions of his money with her brother. And caused Billy Joel to attempt suicide twice.
    It’s hardly surprising Always A Woman was also written about her. It tells the story of a total narcissist. And he’s completely baffled by her abusive behaviour. Without remorse.
    Billy Joel eventually discovered Elizabeth Weber and her brother stole a total of 60 million from him.
    His mistake. Making her manager and marrying her.
    This is what happens when people are hopelessly in love and impressed by a strong person. Who fakes real love, doesn’t appear to need love as much money. And you end up Mistaking strength for abuse.
    Billy Joel was in awe of Elizabeth Weber. Cause she was a tough hard arse business woman.
    And she came along when Billy Joel’s finances were in disarray. She vowed to fix that. She did. For herself. And her money grabbing brother.
    She probably owns the publishing rights to Just the Way You Are. As she does, his song, Always A Woman.
    Because she conned Billy Joel into agreeing to it.

    She also tried to take advantage of him when was high on meds in hospital after a serious motorbike accident. She arrived with a contract to get him to sign over all his rights to her. Thank God he refused that. And finally divorced her.
    She went on to graduate from a top American Bussiness School after that.
    Billy Joel was was almost sent bankrupt by Elizabeth Weber. After an outstanding 2 decades of non stop hits.
    And all because he failed to face up to and discover her manipulative gold digger managerial moves. Something he bitterly regrets to this day.
    Knowin these facts makes it difficult for me to listen to this song like I used to.
    Cause it was written when he was completely being fooled by her. And the astonishing thing is, photos from the 1970’s. When they were together prove she was not even abit good looking. In fact in most pics she looks like his mother. Or at least 15 years older than him.
  • Ken from Louisville, KyIn early 1977, when Joel was in discussions with Phil Ramone about Ramone producing his next album. Joel had a concert scheduled for Carnage Hall, that Ramone attended, and performed this song for the first time as a surprise for his (then) wife. A few months later, when Ramone listened to Joel's demos for the album he asked Joel about the song. Joel said it was just a song for his wife and he never intended to record it, but Ramone convinced him to give it a go during the sessions for what was to become "The Stranger". And the rest is pop music history!
  • Betteann from Reunion FloridaThis song gets my very highest appreciation as pure brilliance. The very first time I heard it on the radio in a car, it went straight to my mind and heart and every time I hear it I have the same emotional reaction.
  • Barry from Sauquoit, NyOn March 19th 1978, Billy Joel appeared in concert at the Theatre Royal, Drury Lane, in London, England, it would be his debut concert in the United Kingdom...
    And back in the U.S.A. he had two records on Billboard's Hot Top 100 chart; "Just the Way You Are" was at #10 while "Movin' Out" was at #69...
    "Just the Way You Are" was moving its way down the chart, the month before on February 12th it peaked at #3 {for 2 weeks}, and "Movin' Out" was in its second week on the Top 100 and nine weeks later it would peak at #17 {for 2 weeks} and spent 14 weeks on the Top 100...
    "Just the Way You Are" would peak at #1 on Billboard's Adult Contemporary Tracks chart {See third post below} and "Movin' Out" would reach #40 on the chart...
    William Martin Joel will celebrate his 66th birthday in two months on May 9th {2015}.
  • David from OrlandoMaybe Billy Joel himself doesn't think much of this song for a variety of personal reasons, but I consider it to be one of the most beautiful sentiments ever expressed in pop music history. As well as the musical elements work in the song, what puts it over the top is the fundamental truth summed up in the title: Who in their right mind would not be appreciative of knowing they're loved for just being themselves? Some might consider the notion overplayed in pop culture, but I believe the point can never truly be overemphasized, especially given the cynicism that plagues contemporary society. I also enjoy the Diana Krall version a lot, but not quite as resonant overall. Furthermore, with all due respect to the Bruno Mars song with the same title (but different in every other way, not a cover by any means), no other version of this concept has touched me as deeply. Chances are, millions of others around the world can relate to that feeling. The feeling of being loved just the way you are can also be relevant in non-romantic situations and even in spiritual situations with the Lord.
  • Barry from Sauquoit, NyOOPS!!!!
    Concerning my post below I forgot to include three facts:
    It entered the Top 100 at position #89...
    It stayed at #3 for two weeks...
    And for 8 of the 27 weeks on the Top 100 is was on the Top 10...
    (I'm 69 years old, and will have to double check my future info before I post).
  • Barry from Sauquoit, NyOn February 12th, 1978, "Just The Way You Are" by Billy Joel peaked at #3 (for weeks) on Billboard's Hot Top 100 chart; it had entered the chart on November 6th and spent over a half-year on the Top 100 (27 weeks)...
    And on January 1st, 1979 it reached #1 (for 4 weeks) on Billboard's Adult Contemporary Tracks and peaked at #2 on the Canadian RPM Singles chart...
    Was track three of side one from his fifth studio album, 'The Stranger', and the album peaked #2 on Billboard's Top 200 Albums chart...
    Three other tracks from the album also made the Top 100; "Movin' Out (Anthony's Song)" (#17), "Only The Good Die Young" (#24), and "She's Always A Woman" (#17)...
    In three months Mr. Joel will be eligible for Medicare; he will celebrate his 65th birthday on May 9th (2014).
  • Jon from San Bernardino, CaI heard last night that Phil Woods only got $500 for laying down that solo, with no royalties. It's 'funny' how the music/recording business works.
  • Oldpink from New Castle, InWell, Billy was right.
    It IS a chick song, but so what?
    It is also a guy song, considering it speaks for legions of men who desperately wish that the woman we fall in love with will not feel the nearly inexorable female impulse to purposefully change.
    And I am not talking about aging, either, which is normal and expected.
    Phil Woods turns in one incredible bit of gentle sax work on this, too.
    I saw an interview with Billy Joel fairly recently, and he said that he refuses to perform this live anymore.
    I suppose it would get easy to grow tired of a song after so many times, but it is really a pity.
    Does anyone honestly believe that Eric Clapton would ever refuse to perform "Layla" out of irritation?
  • Daniel from Binghamton, NyDuring his 2001 tour Syracuse performance Joel substituted "I couldn't love you any longer" for "any better" towards the end of the song.
  • Ken from Louisville, KyDrummer Liberty DeVito always sang along with Joel during concerts. This was done, partly, to help Joel in case he forgot the words. Following Joel's divorce in the early 80's, to tease Joel, during the line "I love you just the way you are", DeVito sang "She got the house, she got the car". Since his voice wasn't miked, only Joel could hear that.
  • Michaela from Brooklyn, NySweet song.On of the most perfect songs you could dedicate to a lover.
  • Ken from Louisville, KyThe tradition in the 70's was to let the artist pick the first single off of their albums. CBS pleaded wiith Joel to make this the first single, but he refused, selecting "Movin' Out" instead. CBS then released this as a single. It was held back from being #1 by the Gerry Raferty's massive hit "Baker Street", which was #1 for many weeks during the same period.
  • Matthew from Milford, MaActually, it's the first song in the "Shrek in the Swamp Kareoke Party" on the Shrek DVD. But, yes, Shrek does sing the song (or, rather, the first two lines - "Don't go changing to try to please me, you've never let me down before...")
  • Lalah from Wasilla, AkI can't believe nobody has posted that in the movie, "Shrek", the titled character sings this to Fiona at their wedding reception. Considering that she changes from human to ogre when the sun goes down and she remains an ogre for him, I thought this song was perfect.
  • Mike from Hueytown , AlGreat song....I guess Joel doesn't want to rehash memories he gets from playing it. The song makes me think too...
  • Lucas from Beijing, ChinaThe saxophone player, Phil Woods, had a great performance in this song. And it's one of the greatest sax solos of those great songs. Diana Krall's version is great too, but Michael Brecker's performance there was not as good and fluent as Phil Woods'.
  • Alan from Singapore, SingaporeTo Michael from Houston, the reason why the lyrics seem different is because many compilations and even his greatest hits album edited the song. The sad part is those words that are edited out are beautiful too! You can hear this song in its entirety on The Stranger album and also some people who have covered this song (Barry White and Diana Krall come to mind) sing it in its entirety
  • Sean from Brockton, MaI heard a rumor that after hearing this song (or it might have been "She's always a woman"), Christie Brinkley called the radio station (somewhere on Long Island I think) to complain they shouldn't play that song because it was about his first wife. Anyone else heard this?
  • Mike from Worcester, MaThis was my parent's wedding song. They had a close friend come in and play guitar and sing it live... in the church! Pretty brave to do this at a Catholic church in 77, especially with "Only The Good Die Young" coming out at the same time. My mother's grandmother said she remembered this song many years later and still loved it, so it means a lot to me.
  • Leyna from SpEveryone seemed to think this song was sappy and wimpy.
  • Barry from New York, NyCriticsm of Billy Joel in the press was just starting to take hold during his first period of superstardom in 1977. There was actually critical backlash following the release of the JUST THE WAY YOU ARE single. Some of the criticism focused on possible chauvinstic lyrics, probably the ones about "clever conversation." Billy snapped back and said it was just about telling his woman "not to change."
  • Dennis from Anchorage, AkThis was most certainly NOT the first single off of "The Stranger." 'Movin' Out' was all over the radio before most people knew who Billy Joel was.

    I do remember watching him perform this on Saturday Night Live. He also did "Only the Good Die Young," which shocked my little Catholic heart at the time. It was a pretty ballsy song for the '70's.
  • Chris from Portland, CtThis is one of Joel's least favorite songs to play. He wrote it for his 1st wife, but the marraige didn't last.
    Still a great hit.
  • Am from LiverpoolThe title of this song was inspired by Billy's mum. Apparently when he was in school as a child he would get picked on for being small. When he told his mother about it she said 'I love you just the way you are' I read this in a book called 'Chicken Soup For The Soul #1 great story if you ever get a chance to get your hands on the book.
  • Scott from Columbus, OhAll drama side...it's actually a very song about a mans adoration of his woman, The reasons he loves her and the unnecessary involvements to perfections...(She's perfect the way she is). It's shameful that people have to disect such a beautiful song to a point of losing it's intimacy.
  • Barry from New York, NcThis song features the Fender Rhodes piano, which originally was a funky jazz instrument (check out Chick Correa's work with it) but by the mid seventies, it became the hallmark of a lot of sappy ballads. Actually I do like Billy Joel's usage of the Fender Rhodes in this song, but it might have paved the way for the abuse of this electric keyboard in the mid 70s-early 80s.
  • Michael from Houston, Txat about 2:55 to 2:56 in the song you hear this snapping sound. can anyone explain it? Also why are the lyrics different written down differently than sung in the song?
  • Ken from Louisville, KyBilly Joel will not perform this song in concert anymore, excect, at times, on his college "lecture" tour, where he'll do a parody version, at a faster tempo, such as a lounge singer might do it.
  • Stuart from Essex, EnglandJust The Way You Are hold the unique title of being the only song to be edited out of retail available media productions of UK comedy series Ony Fools and Horses-TWICE!

    Obviously Mr Joel likes his royalties!!!
  • Pete from Nowra, Australiaof all the songs he performs live , this is the one he's sick and tired of singing
  • Kei from Salem, OrThis was Joel's breakthrough hit, peaking at #3 on the Billboard Top 40. It was only the beginning, as he would have a steady string of Top 40 hits from his albums over the next 15 years, with each album yielding at least a Top 10 single.
  • Dc from Hilo, HiBilly didn't think this song came out sounding like the way he first wrote it. He later referred to it as "Phil Ramone's bossa nova" version of the song.
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