Ain't Too Proud To Beg

Album: It's Only Rock 'N' Roll (1974)
Charted: 17


  • A remake of the Motown classic, this was a hit for The Temptations in 1966. A heavily processed Keith Richards guitar riff sets this version apart from the original. The Stones covered another Temptations song, "Just My Imagination," in 1978.
  • The Stones originally planned to record Dobie Gray's "Drift Away" as the only cover song on It's Only Rock 'n' Roll, but they bumped it for this.
  • In this interview with Paul McCartney, McCartney takes credit for introducing Mick Jagger to this song: "There were two songs I turned Mick onto that the Stones have done. One was She Said Yeah and the other was Ain't Too Proud To Beg. Mick would deny it - 'Wot? Never saw him, never met him' - but I distinctly remember having him up into a little music room and playing it to him. He loved it and he went and did it. We've messed around with the track a little bit, but it is sort of like my memory of the original."
  • That's Billy Preston on the piano this time, Preston being the one that played the funkier tunes. There is no doubt that the piano asserts itself here, an integral piece that brings the song together as more than the sum of its parts. Jagger was also in top form here. As much air play as this song gets, it's surprising that it only made it to #17 on the Billboard Hot 100.

Comments: 9

  • Jim from Ambler, PaThe Stones also covered "My Girl" on Flowers album.
  • Ace from Otaki, New ZealandExcellent guitar solo, completely suits the atmosphere of the song. Some people should try listening with their ears instead of their egos
  • AnonymousOn vinyl there is no pause between end of this song and nxt trck(its only r n r),on cd there is,cd version inferior to vinyl,rushed mastering by cbs to cash in on then new cd market!
  • Susan from Toronto, CanadaPaul McCartney said, "There were two songs I turned Mick onto that the Stones have done. One was SHE SAID YEAH and the other was AIN'T TOO PROUD TO BEG."
    (The full interview is at this link:
  • Richard from Anniston, AlThe guitar break has got to be one of the worst guitar solos in history, with all due respect to Mr. Richards.
  • Steve from Culver City, CaThe video for this and just about every Stones promo are on You Tube
  • Johnny from Los Angeles, Cathis should have been played at the 2006 superbowl.
  • Robb from Williamstown, Nj 08094, Nj"It is a great R&B song and a decent cover that would've totally rocked with a Sax or Hammond Organ solo instead of that half baked C&W guitar solo. Aside from that, Keith you rock"
  • Chelsea from Nyc, OrMick Taylor plays synthesizer on this tune. The guitarsolo is by Keith. When performed live in '75/'76 the endjam featured a call and response by Jagger and Billy Preston. The Stones filmed a rarely seen promoclip for this song.
see more comments

Editor's Picks

Kim Thayil of SoundgardenSongwriter Interviews

Their frontman (Chris Cornell) started out as their drummer, so Soundgarden takes a linear approach when it comes to songwriting. Kim explains how they do it.

Little Big TownSongwriter Interviews

"When seeds that you sow grow by the wicked moon/Be sure your sins will find you out/Your past will hunt you down and turn to tell on you."

Soul Train Stories with Stephen McMillianSong Writing

A Soul Train dancer takes us through a day on the show, and explains what you had to do to get camera time.

Jim Adkins of Jimmy Eat WorldSongwriter Interviews

Jim talks about the impact of "The Middle" and uses a tree metaphor to describe his songwriting philosophy.

Kevin GodleySongwriter Interviews

Kevin Godley talks about directing classic videos for The Police, U2 and Duran Duran, and discusses song and videos he made with 10cc and Godley & Creme.

Justin TimberlakeFact or Fiction

Was Justin the first to be Punk'd by Ashton Kutcher? Did Britney really blame him for her meltdown? Did his bandmates think he was gay?