The “I’m Looking Through You” we know from 1965’s Rubber Soul is not the “I’m Looking Through You” the Beatles first put together at EMI Studios in London.

The version we know is bouncy and deceptively joyful-sounding for a song about feeling your partner slipping away. But at first, Paul McCartney’s lament for his failing relationship with actress Jane Asher was slower, bluesier and didn’t have a middle eight section at all.

This first version was recorded on Oct. 24, 1965. Another one was made on Nov. 6, but again the Beatles were not satisfied with the results and so did it once more on Nov. 10 with overdubs on Nov. 11. This was the version that made the final Rubber Soul cut. (The original version was eventually released into the world on the 1996 Anthology 2 compilation.)

Why Did Paul McCartney Write ‘I’m Looking Through You’?

The thing to remember about McCartney’s five-year relationship with Asher is that she was already a public figure and had her own very established career by the time they began dating — she started out as a child actress in the early ’50s and only gained momentum from there. In other words: Asher had been famous for longer than McCartney.

Though they had much in common, McCartney and Asher’s power couple status was also a source of strain. Asher aimed not to give journalists at the time too much to work with, who “seemed to write anything, regardless of whether it was true or not,” she recalled to The Independent in 2024.

“I became very wary of the press early on,” she also said, “and I decided to keep my private life as private as I possibly could, which was hard because my life was so publicised at that time.”

Listen to the Beatles' First Take of 'I'm Looking Through You'

Around 1965, their partnership reached a frustrating point, which McCartney wrote a bit about in his songs, including “I’m Looking Through You.”

“As is one’s wont in relationships, you will from time to time argue or not see eye to eye on things, and a couple of the songs around this period were that kind of thing,” McCartney explained in Many Years From Now. “This one I remember particularly as me being disillusioned over her commitment. She went down to the Bristol Old Vic quite a lot around this time. Suffice to say that this one was probably related to that romantic episode and I was seeing through her facade. And realising that it wasn’t quite all that it seemed.”

Not that McCartney intended on embarrassing Asher or making matters worse.

“I would write it out in a song and then I’ve got rid of the emotion,” he continued. “I don’t hold grudges so that gets rid of that little bit of emotional baggage. I remember specifically this one being about that, getting rid of some emotional baggage. ‘I’m looking through you, and you’re not there!'”

Listen to the Beatles' Final Version of 'I'm Looking Through You'