The Meaning Behind the Billy Joel Song That Paul McCartney Wishes He Wrote

The chord progression for the song first came to Billy Joel in a dream then disappeared from his memory. When it came back to him one day during a meeting, he rushed home to write it before he lost it again.

“I dreamt the melody, not the words,” recalled Joel. “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.”

‘The Stranger’

Released in 1977 on Billy Joel’s fifth album The Stranger, “Just The Way You Are” centered on unconditional love and was originally written by Joel for his first wife and former manager Elizabeth Weber for her birthday.

Don’t go changing to try and please me
You never let me down before, mmm
Don’t imagine you’re too familiar
And I don’t see you anymore

I would not leave you in times of trouble
We never could have come this far, mmm
I took the good times, I’ll take the bad times
I’ll take you just the way you are

Don’t go trying some new fashion
Don’t change the color of your hair, mmm
You always have my unspoken passion
Although I might not seem to care

I don’t want clever conversation
I never want to work that hard, mmm
I just want someone that I can talk to
I want you just the way you are

A Misogynist Song?

“Just the Way You Are” became controversial when released since some people believed it was a misogynist song, and that Joel was telling a woman not to change.” In a 2016, Joel cleared up the meaing of the song and said it was more “Don’t go changing to try and please me.”

He added, “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.’ Because I’m happy exactly the way you are. That’s why I love you in the first place.”

[RELATED: Billy Joel Sings “Uptown Girl” Christie Brinkley More Than 40 Years After He Wrote It for Her]

Linda Ronstadt Helped Save the Song

Initially, Joel didn’t want to include the song on The Stranger but kept it on after Linda Ronstadt and Phoebe Snow, who were recording near him, heard the song. “They [Ronstadt and Snow] said “You guys are crazy you’ve gotta keep that on the album’” said Joel in 2008. “We said ‘Yeah? Well ok, I guess girls like that song. It’s a chick song.’”

Once released, “Just the Way You Are” was Joel’s first Top 10 hit in the U.S. and went to No. 3 on the Billboard Hot 100 and earned him two Grammy awards for Song of the Year and Record of the Year in 1979.

“I was absolutely surprised it won a Grammy,” said Joel. “It wasn’t even rock and roll. It was like a standard with a little bit of R&B in it. It reminded me of an old Stevie Wonder recording.”

Macca Praise

Though “Just the Way You Are” was a big success for Joel, he barely played it live by the end of the ’80s since he believed it was a curse on his marriage since he and Weber divorced in 1982. “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.”

Joel also wrote “Uptown Girl” for his second wife Christie Brinkley. The song went to No. 3 on the Hot 100, but they both later divorced in 1994. He also wrote”All My Life” for his third wife Katie Lee as an anniversary gift for his wife; they divorced in 2010.

Regardless of his history of love songs, Paul McCartney was always fond of Joel’s first bigger hit and ocne admitted that he wished he had written it, along with Hoagy Carmicheal and Mitchell Parish’s 1927 classic “Stsardust” and Sting‘s 1993 hit “Fields of Gold.”

“I remember thinking that Joel’s first hit ‘Just The Way You Are’ was a nice song,” said McCartney. “I’d like to have written that one, too.”

Photo: Billy Joel, New York, January 1978. (Michael Putland/Getty Images)