The Beatles' Second Album is the second Capitol Records album by the English rock band the Beatles, and their third album released in the United States including Introducing... The Beatles, which was issued three months earlier by Vee-Jay Records. Following its release in April 1964, The Beatles' Second Album replaced Meet the Beatles! at number 1 on the Billboard Top LPs chart in the US. The album was compiled mostly from leftover tracks from the UK album With the Beatles and Long Tall Sally EP, which are predominantly rock and roll and R&B covers, and rounded out with several Lennon-McCartney-penned non-album b-sides and the hit single "She Loves You". Among critics, it is considered the band's purest rock and roll album and praised for its soulful takes on both contemporary black music hits and original material. In 2004 The Beatles' Second Album was issued for the first time on compact disc (catalogue number CDP 7243 8 66877 2 2), (CDP 7243 8 66878 2 1) as part of The Capitol Albums, Volume 1 boxed set and was issued in a miniature cardboard replica of the original album sleeve containing the US mono and stereo mixes. In 2014, the album was released on CD again, individually and included in the Beatles boxed set The U.S. Albums, which contained the album's running order but with UK mixes as remastered in 2009. An album, using the same title and similar cover art but containing different songs from the US release, was issued on the EMI subsidiary label Odeon in 1964 for the Japanese market. The same cover art was used for the album The Beatles' Long Tall Sally issued by Capitol Records of Canada. Background and song selection With the massive popularity of Meet the Beatles! through the early part of 1964 and a desire for additional Beatles product, Capitol Records decided to compile a follow-up album as soon as possible. For this, a backlog of some 25 songs, issued by EMI in Britain and many other territories across the world from 1962 onwards, had yet to be issued by Capitol. The Beatles' Second Album was the first album of the group's work to be assembled by the company exclusively for the US market, Meet the Beatles! having been a reconfigured and shorter version of the band's second EMI LP, With the Beatles. Despite its title, however, Second Album was in fact the