"As Tears Go By" is a song written by Mick Jagger, Keith Richards, and Rolling Stones' manager Andrew Loog Oldham. It was released as a single by Marianne Faithfull in 1964 and peaked at number 9 in the United Kingdom. The Rolling Stones recorded their own version later, releasing the track in late 1965 on the album December's Children (And Everybody's) and subsequently as a single in North America.

"As Tears Go By" was one of the first original compositions by Jagger and Richards, as until that point The Rolling Stones had chiefly been performing blues standards. A story surrounding the song's genesis has it that Rolling Stones manager Andrew Loog Oldham locked Jagger and Richards in a kitchen in order to force them to write a song together, even suggesting what type of song he wanted: "I want a song with brick walls all around it, high windows and no sex." The result was initially named "As Time Goes By", the title of the song Dooley Wilson sings in the film Casablanca. It was Oldham who replaced "Time" with "Tears".

"We thought, what a terrible piece of tripe. We came out and played it to Andrew [Oldham], and he said 'It's a hit.' We actually sold this stuff, and it actually made money. Mick and I were thinking, this is money for old rope!"

According to Jagger biographer Philip Norman, the song was mainly created by Jagger, in co-operation with session guitarist Big Jim Sullivan.

Oldham subsequently gave the ballad (a format that the Stones were not yet known for) to Faithfull, then 17, for her to record as a B-side. The success of the recording caused the record company, Decca, to switch the song to an A-side, where it became a very popular single. The melody features a distinctive oboe line. The demo had Mick Jagger singing and Big Jim Sullivan playing 12-string guitar. It reached no. 9 in the British charts and launched Faithfull's career as a major singer. The song entered the Billboard Hot 100 in America the week ending 28 November 1964, where it stayed for nine weeks peaking at no. 22. Faithfull also performed the song on the television show Hullabaloo, in the segment presented by Beatles manager Brian Epstein from London.

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