The 500 Greatest Songs of All Time

“Get out my life, why don’t ya, baby?” is one of the nicest, nastiest ways in recorded music to tell an ex-lover to scram. Holland-Dozier-Holland intended “You Keep Me Hangin’ On” to be a rock song (check out that searing S.O.S. guitar intro), but it turned into so much more: The angst of rock is married with the angelic trills of pop, the rhythm of soul, and the urgency of disco 10 years before disco existed. When “You Keep Me Hangin’ On” was released, seven Supremes songs had seen the top of the pop chart. This became their eighth, and one of their most memorable.

Deee-Lite, a multiethnic New York trio, grew out of New York’s pansexual club culture and spread the ecstatic ethos of hot spots like Paradise Garage and the Saint onto MTV, and into international consciousness. The song plucks Ron Carter’s elastic bass line from Herbie Hancock’s 1967 jazz-funk track “Bring Down the Birds,” Bootsy Collins adds background vocals, Fred Wesley and Maceo Parker from James Brown’s band play the horns, and Q-Tip of A Tribe Called Quest drops by to rap a verse. It all creates a collage across different generations of funkateers.

“My Generation” wasn’t intended as a youth-mutiny anthem at first. It was a Jimmy Reed-style blues, reflecting Pete Townshend’s fears about the impending strictures of adult life. “‘My Generation’ was very much about trying to find a place in society,” he told Rolling Stone in 1987. “I was very, very lost. The band was young then. It was believed that its career would be incredibly brief.” Instead, “My Generation” became the Who’s ticket to legend. The October 1965 session that created it was so intense that bassist John Entwistle had to buy three new basses to finish the recording because he kept breaking strings and couldn’t find replacements.

Songwriters George Merrill and Shannon Rubicam, who’d helped make Whitney Houston a superstar by contributing the bubbly “How Will I Know?” to her smash debut, thought they had a sure-shot song for her follow-up. But Houston’s producer, Narada Michael Walden, wasn’t so convinced. “The song reminded me of a rodeo song with Olivia Newton-John singing,” he recalls. The funky pop groove he fashioned changed all that, and once Houston ad-libbed, “Don’t you wanna dance, say you wanna dance,” over the coda, the ebullience was undeniable.

The only Byrd to play on the band’s first hit was Roger McGuinn, whose chiming 12-string Rickenbacker guitar became folk rock’s defining sound. Everything else came from L.A. session players, including drummer Hal Blaine and bassist Larry Knechtel of Phil Spector’s Wrecking Crew. But the rest of the Byrds soon caught up, and as the song was breaking, a curious Bob Dylan checked out the band at Ciro’s, a Los Angeles club. Reportedly, he didn’t recognize some of his own songs in their electrified versions.

In 1940, the folk icon was so perturbed by the pomposity of Kate Smith’s inescapable recording of “God Bless America” that he dashed off a set of down-to-earth, radical lyrics in response. “God blessed America for me,” Guthrie initially titled his answer song, borrowing a melody from the Carter Family’s “When the World’s on Fire.” Four years later, he’d edit those lyrics down to record “This Land Is Your Land,” which has become a kind of populist national anthem, sung by everyone from kindergarten classes to Jennifer Lopez at the 2021 presidential inauguration.

Beyoncé’s generational anthem of matrimonial empowerment was written in “like 17 minutes” by Tricky “the Dream” Stewart, who wanted to find a way to universalize her relationship with Jay-Z. “You want him to commit,” he recalled. “How do I make this a coffee-table conversation?” Beyoncé’s record label wasn’t too excited about promoting the song with black-and-white imagery. “They told me I wouldn’t sell if it wasn’t in color,” she recalled years later. “That was ridiculous.” Of course, the black-and-white video became iconic too, winning Video of the Year at the 2009 VMAs.

Maybe some people were temporarily distracted from the ugliness of the Vietnam War by the fancy wedding plans of Richard Nixon’s daughter Julie, but not John Fogerty. “You just had the feeling that none of these people were going to be too involved with the war,” the CCR frontman recalls thinking as he witnessed the pageantry. But Fogerty turned his disgust to inspiration and wrote this stinging, righteous defense of the poor against the privileged. As Fogerty rightly reminds us, “The song speaks more to the unfairness of class than war itself.”

“Someone told me that if you listen with the volume really, really up, you can hear me shout, ‘That was amazing,’ right at the end,” guitarist Johnny Marr recalled, looking back on the recording of this uncannily beautiful song — Morrissey’s most moving statement of afflicted romantic hunger, set to a riff Marr nicked from the Rolling Stones’ cover of Marvin Gaye’s “Hitch Hiker.” Amazingly, Moz wasn’t sure of the song, and wondered if it should be released. He wrote in his memoir, “It is often a relief to be wrong.”

The late Sixties were a bittersweet time for Joni Mitchell. As her first marriage was falling apart, her songwriting career was blossoming: Judy Collins’ version of “Both Sides Now” was a Top 10 hit. The following year, for the LP Clouds, Mitchell recorded her own less-sweetened version of the song, which she’d written on an airplane, glancing out at the clouds, while reading Saul Bellow’s Henderson the Rain King. She’s described the song as “a meditation on reality and fantasy.… The idea was so big it seemed like I’d just scratched the surface of it.”

Embroiled in a love triangle with George and Pattie Boyd Harrison, Clapton took the title for his greatest song from the Persian love story “Layla and Majnun.” Recorded by the short-lived ensemble Derek and the Dominos, “Layla” storms with aching vocals and crosscutting riffs from Clapton and contributing guitarist Duane Allman, then dissolves into a serene, piano-based coda. “It was the heaviest thing going on at the time,” Clapton told Rolling Stone in 1974. “That’s what I wanted to write about most of all.”

Eminem’s scariest song is rooted in a terrifying nightmare: What if the rapper’s violent, self-destructive lyrics could drive an obsessed fan to murder? “He’s crazy for real, and he thinks I’m crazy, but I try to help him at the end of the song,” said Eminem of his character. “It kinda shows the real side of me.” Anchored by a sample from Dido’s “Thank You” (which became a hit itself as a result) and augmented by a haunted house’s worth of sound effects, “Stan” proved that Eminem understood the dark side of his music better than his worst critics did.

“When Stephen Stills first played me this song, I wondered what planet he was from,” Graham Nash recalls. No wonder: What Stills had written for his ex-girlfriend Judy Collins was less a song than a set of memorable fragments in search of a structure. As Stills put it, “It was the beginnings of three different songs that suddenly fell together as one.” Working together, the new trio fit those parts together as smoothly as their three voices harmonized, and as the lead track on their self-titled debut, this suite was a declaration of their desire to transcend simple pop forms.

Phil Spector heard the Ike and Tina Turner Revue at a Hollywood club at a time when their recording career had stalled, following a handful of R&B hits in the early 1960s. Spector had a song called “River Deep, Mountain High” that he was sure was going to be huge (in fact, “River Deep” barely cracked the Top 100), and he wanted Tina to sing it, though he forbade Ike from even coming to the sessions. “I must have sung that 500,000 times,” Tina later said. “I was drenched with sweat. I had to take my shirt off and stand there in my bra to sing.”

After the death of Joy Division’s Ian Curtis, his band became New Order. “There’s life, and there’s death,” drummer Stephen Morris told Rolling Stone in 1983. “We were still alive, so we thought we’d carry on doing it.” “Bizarre Love Triangle” was a peak moment in their marriage of moody dance rock and electronic bounce, with Bernard Sumner swooning in cryptic wistful ecstasy amid the synths and sequenced grooves. Remarkably, it was never a huge hit in the U.S., barely cracking the Hot 100 — Aussie band Frente’s 1994 cover version actually charted considerably higher.

Petty wrote “Free Fallin’” with Jeff Lynne, who produced his solo debut, Full Moon Fever. “I got to the chorus of the song, and he leaned over to me and said the word ‘free-falling,’” Petty recalled. “I couldn’t get the whole word in. So I sang, ‘Freeee,’ then ‘free-falling.’ And we both knew at that moment that I’d hit on something pretty good.” They finished and recorded it in just two days, the first song completed for the album. The label initially rejected Full Moon Fever because of a lack of hits. “So I waited six months and brought the same record back,” Petty said. “And they loved it.”

Pickett’s first two singles for Atlantic were recorded in New York, and they flopped. “I told Jerry Wexler I didn’t want to be recorded this way anymore,” Pickett said. “I said I heard a song by Otis Redding out of Memphis, and that’s the direction I wanted to take.” Pickett soon headed south. He and Steve Cropper wrote “In the Midnight Hour” in the Lorraine Hotel (where Martin Luther King Jr. would later be assassinated), and while they were cutting the song, an idea shot Wexler out of his seat. “I was shaking my booty to a groove made popular by the Larks’ ‘The Jerk,’ a mid-Sixties hit,” wrote Wexler. “The idea was to push the second beat while holding back the fourth.” And a soul classic was born.

Stevie Nicks once casually asked Tom Petty’s wife, Jane, when the two had met. “During the age of 17,” Jane said, but because of her Southern accent, Nicks thought she’d said, “the edge of seventeen,” and took it as a song title on her first solo album. Over Waddy Wachtel’s distinctive 16th-note guitar riff, later sampled by Destiny’s Child, Nicks sang about innocence and loss, moved by the recent deaths of an uncle and John Lennon. The line “He seemed brokenhearted,” though, was about Petty, she said. “That was Jane, talking about Tom. I was chronicling their relationship, as she told it to me.”

Songwriters Jerry Leiber and Mike Stoller had already penned a couple of Presley hits — most notably “Hound Dog,” picked up from blues belter Big Mama Thornton — but the theme song for Presley’s third movie was the duo’s first studio collaboration with the young superstar. “Jailhouse Rock” was decidedly silly, the kind of tongue-in-cheek narrative goof they had been coming up with for the Coasters. The King, however, sang it as straight rock & roll, introducing Scotty Moore’s guitar solo with a cry so intense that the take almost collapses.

Mobb Deep may have been dropped from their first label after their 1993 debut, Juvenile Hell, but watching top producers like Large Professor and DJ Premier chop samples during its sessions proved instructive. Picked up by Loud Records, the two teenagers found inspiration in “Jessica,” a deep cut from Herbie Hancock. “I just had the mind to sample it and rearrange it,” Havoc recalled, adding that he was going for “darker music.” The result was one of the most soul-crushing beats ever, and a template for the coldhearted verses that ensured Mobb Deep’s place in history.

“‘Deacon Blues’ is about as close to autobiography as our tunes get,” Donald Fagen has said. A dream of escape into a bohemian existence that’s also a fantasy of hipster oblivion, the song is the elegant, elegiac centerpiece of Steely Dan’s 1977 album, Aja. As for the characteristically cryptic title, Fagen later recalled, “If a college football team like the University of Alabama could have a grandiose name like the Crimson Tide, the nerds and losers should be entitled to a grandiose name as well.”

The Stones’ experimental mid-Sixties period was partly driven by Brian Jones’ restlessness. “Brian had pretty much given up on the guitar by then,” said Keith Richards. “If there was [another] instrument around, he had to be able to get something out of it.” At one L.A. session, Jones plucked a haunting melody on a sitar, to which Bill Wyman added klezmer-flavored organ and studio legend Jack Nitzsche provided gypsy-style piano. It could have all been a goof, but Charlie Watts’ booming drums and Mick Jagger’s full-throated vocals made “Paint It, Black” more of a gaze into the abyss.

Every night Tom Scholz would come home from his day job at Polaroid to labor away in his Watertown, Massachusetts, basement studio. Here, inspired by the Left Banke’s lovely psych-pop ballad “Walk Away Renee,” he painstakingly constructed the majestic studio-rock symphony that would become Boston’s career-making hit, centered on a vision of Marianne — who, in fact, existed. “She was my older first cousin, who I had a crush on when I was 10,” Scholz said. Many accused Nirvana of nicking the chords to the chorus of “Smells Like Teen Spirit” from “More Than a Feeling,” but not Scholz, who’s said simply, “I don’t hear it.”

The Joshua Tree was U2’s ode to America: Its songs were inspired by folk, gospel, and roots music, and its lyrics, as the Edge noted, were sparked by civil rights heroes and the New Journalism of the 1960s. Yet “With or Without You” — with its simple bass groove and ethereal guitar hum framing Bono’s yearning vocals — was one of U2’s most universal songs to date, a meditation on the painful ambivalence of a relationship. Bono insisted it was “about how I feel in U2 at times: exposed.” It would turn out to be U2’s first Number One hit in the U.S.

“We really wanted it to be a hit so we really made it more commercial and more straightforward than I like to do it.” That’s how Funkadelic ringmaster George Clinton described this funky dance-floor anthem in 1978. “The band were even singing ‘Corny or not, here we come!’” Clinton’s idea of pop was to overload a track with enough ideas and slogans and melodies for a full album and still make it stomp like a mother. As bassist Bootsy Collins puts it, “George’s thing was, ‘It don’t matter how many hooks you put in. Don’t matter! Put them all in there.’”

While fooling around with his new LinnDrum machine, Heartbreakers’ guitarist Mike Campbell whipped up a hypnotic guitar figure over an electronic beat and brought the results to his pal and boss, Tom Petty. The track didn’t quite work for Petty, but former Eagle Don Henley heard something poignant in the looping production and he immediately wrote some lyrics that expressed the ultimate farewell to Sixties idealism, made more poignant by the song’s very Eighties sound. Its stark black-and-white video won Video of the Year at the 1985 MTV Video Music Awards.

Courtney Love said she wrote “Doll Parts” in 20 minutes in a bathroom in Boston. “It was about a boy, whose band had just left town, who I’d been sleeping with, who I heard was sleeping with two other girls,” she explained years later. “It was my way of saying, ‘You’re a fucking idiot if you don’t choose me, and here is all the desire and fury and love that I feel for you.’” Guitars stagger forward but never lose their footing; Love’s obsession builds slow, then erupts in erotic threats. Oh, and the upshot of Love’s story: “I married that guy.”

A killer riff can arise at any time — even during a guitar lesson. That’s when Tom Morello, who was teaching on the side, came up with the start of the song that would become RATM’s breakthrough anthem. “I stopped the lesson, got my little Radio Shack cassette recorder, laid down that little snippet, and then continued with the lesson,” he said. Rage’s bludgeoning rhythm section bolstered that riff, and Zack de la Rocha contributed sharp critiques of the police (“Some of those that work forces/Are the same who burn crosses”) as well as the universally anti-authoritarian mantra “Fuck you, I won’t do what you tell me.”

Inspired by the isolation of a telephone-pole worker he saw on the Kansas-Oklahoma border, Jimmy Webb wrote this in 1968 for Campbell, who had asked if Webb could come up with another “By the Time I Get to Phoenix.” “I just tried to take an ordinary guy and open him up and say, ‘Look there’s this great soul, and there’s this great aching and this great loneliness inside this person, and we’re all like that,’” Webb told the BBC. Campbell added a guitar part and kept the organ from Webb’s demo; the chiming sound at the fade, evoking telephone signals, was done on a massive church organ.

The song that introduced the world to the most influential female pop artist to come around since Madonna was originally intended for TLC, but the R&B group rejected it. Once Swedish songwriter Max Martin met Spears, a new 15-year-old singer with Jive Records, he thought he had the right person for the track. Spears agreed. “I wanted my voice to be kind of rusty,” she told Rolling Stone years later. “I wanted my voice to just be able to groove with the track. So the night before, I stayed up really, really late, so when I went into the studio, I wasn’t rested.”

“It’s about a newlywed couple who don’t know if they really like each other,” Bowie said of “Young Americans.” He had ditched the glam look that made him a star and embraced what he called “plastic soul,” embedding in Sigma Sound Studios in Philadelphia, which had been producing ornately orchestrated soul hits from the likes of the O’Jays and Harold Melvin and the Blue Notes. Listen close to this R&B homage and you’ll hear two stars in the making: Luther Vandross on backup vocals, and David Sanborn wailing on sax.

Wonder experimented with producing on this 1970 R&B chart topper, with its distinctive sitar intro and expansive soul-pop arrangement played by the Funk Brothers. He has credited the song’s iconic refrain to his mother, who received a co-writing credit on the classic. The song ushered in a new era of creative renaissance for the 20-year-old singer, and would go on to be covered by everyone from Elton John to Ariana Grande and become a favorite of Barack Obama’s on the 2008 campaign trail.

Bernie Taupin has often claimed that a song should never take more than an hour to write. His first classic took all of 20 minutes. In 1969, Taupin and Elton were sharing a bunk bed at Elton’s mom’s house when Taupin wrote the words to “Your Song” one morning at the breakfast table. Elton assumed that the soaring piano ballad was inspired by an old girlfriend of Taupin’s, but the lyricist maintains that it was aimed at no one in particular. “The early ones were not drawn from experience, but imagination,” Taupin said. “‘Your Song’ could only have been written by a 17-year-old who’d never been laid in his life.”

June Carter came up with this song while driving around aimlessly one night, worried about Cash’s wild-man ways — and aware that she couldn’t resist him. “There is no way to be in that kind of hell, no way to extinguish a flame that burns, burns, burns,” she wrote. Not long after hearing June’s sister Anita’s take on the song, Cash had a dream that he was singing it with mariachi horns. Cash’s version became one of his biggest hits (inspiring cover versions by everyone from Frank Zappa to Adam Lambert), and his marriage to June four years later helped save his life.