By the late 1990s, Director Wes Anderson plucked several Rolling Stones songs out of the band’s 1966-’67 era for two of his films, featuring “I Am Waiting” in Rushmore (1998), and “Ruby Tuesday” and “She Smiled Sweetly” in The Royal Tenenbaums (2001). During this time, Lindsey Buckingham also started tapping into some of the Stones’ deep cuts from the same period, specifically from the band’s Aftermath and Between the Buttons albums.
“They’re a band that has held up rather well, particularly the period that I cover, which is when Brian Jones was at his peak, right before he started to go downhill,” said Buckingham of the Stones in 2011. “He was starting to bring in European sensibilities that kind of balanced out the Chuck Berry-isms of Keith. I always thought there were a lot of undiscovered gems on albums like ‘Aftermath’ and ‘Between The Buttons.’”
Here’s a look behind the two Stones songs Buckingham covered in the mid-’00s and early 2010s.
Videos by American Songwriter
“I Am Waiting” (2006)
For his fourth solo album, Under the Skin, Buckingham pulled a deeper cut from the Rolling Stones’ 1966 album Aftermath, the band’s slow folkier ballad “I Am Waiting,” which features Brian Jones on dulcimer and arranger and composer Jack Nitzsche, who worked closely with Phil Spector and years earlier co-wrote (with Sonny Bono) “Needles and Pins” for Jackie DeShannon—later a hit for the Searchers—on harpsichord.
Mick Jagger and Keith Richards‘ lyrics long for someone to come from out of somewhere, but keep a mystery around the circumstances of such a union.
Stand up coming years
And escalation fears
Oh, yes, we will find out
Well, like a withered stone
Fears will pierce your bones
You’ll find out
Oh we’re waiting, oh, we’re waiting
Oh yeah, oh yeah
Oh, we’re waiting, oh we’re waiting
Oh yeah, oh yeah
Waiting for someone to come out of somewhere
Waiting for someone to come out of somewhere
Under the Skin, which became Buckingham’s first solo album in 14 years, was initially delayed by the Fleetwood Mac reunion tours in the ’90s and the band’s seventeenth and final album, Say You Will, from 2003.
Buckingham recorded the songs for the album between 1995 to 2004, with “I Am Waiting” recorded on the earlier side before he became a father in 1998.
“I Am Waiting” seemed like such an abstraction,” said Buckingham of the song. “I almost took the original intent of the lyric to be more ominous about the state of the world, waiting for something catastrophic to come out of the corner. Whether or not that’s right, I don’t know. It could be just that at the time I recorded that, I hadn’t quite become a father yet, and there was a slight void that I could sense was about to be filled in my life.”
“She Smiled Sweetly”
Originally released on the Stones’ fifth album, Between the Buttons, in 1967, “She Smiled Sweetly” was eclipsed by their hit “Ruby Tuesday,” but remains one of their more haunting ballads of a mysterious girl who manages to wipe away all one’s self-doubts.
Where does she hide it inside of her?
That keeps her peace most every day
And won’t disappear, my hair’s turning grey
But she smiled sweetly
She smiled sweetly
She smiled sweetly
And says Don’t worry
Jagger said it was more of a religious song rather than one linked to love. “This is very religious—it was ‘He Smiled Sweetly’ but someone changed it,” said Jagger, who described it as a “quasi-religious up-tempo shuffler.” Though the original was filled in with drums, bass, and organ, and Nitzsche on piano, Buckingham’s version is stripped back to an acoustic guitar and vocals on his 2011 album, Seeds We Sow, and comes across more melodic and less doleful than the original.
“There was a point in time, a few years ago, when I was completely enamoured with all these obscure Jagger-Richards tunes,” said Buckingham. “There was that one and ‘She Smiled Sweetly,’ and ‘The Singer Not the Song,’ and ‘Blue Turns to Grey.’ These were songs that anyone who was thinking of the Stones in terms of their hits probably wouldn’t have heard, but they’re all such great songs.”
Buckinghman wrote or co-wrote every track on Seeds We Sow, except for this Stones cover.
“‘She Smiled Sweetly’ was the only thing I had recorded previously,” recalled Buckingham. “It had been sitting around for a while, waiting to find a home. It seemed somehow appropriate to end the album with it. It turned out pretty nice.”
Photo: Kevork Djansezian/Getty Images
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