Released: 1965, August 6

1. Help! (2:30)
   Recorded: April 13, 1965 at Abbey Road, London, England
   John Lennon - lead vocal, acoustic guitar
   Paul McCartney - bass guitar, background vocal
   George Harrison - lead guitar, background vocal
   Ringo Starr - drums, tambourine
2. The Night Before (2:37)
   Recorded: February 17, 1965 at Abbey Road, London, England
   John Lennon - electric piano, background vocal
   Paul McCartney - lead vocal, bass guitar
   George Harrison - lead guitar, background vocal
   Ringo Starr - drums
3. You've Got to Hide Your Love Away (2:11)
   Recorded: February 18, 1965 at Abbey Road, London, England
   John Lennon - lead vocal, acoustic guitar
   Paul McCartney - acoustic guitar
   George Harrison - acoustic guitar
   Ringo Starr - tambourine
   John Scott - flute
4. I Need You (2:32)
   Recorded: February 15, 1965 at Abbey Road, London, England with overdubs added February 16, 1965
   John Lennon - acoustic guitar, background vocal
   Paul McCartney - bass guitar, background vocal
   George Harrison - double-tracked lead vocal, lead guitar
   Ringo Starr - drums
5. Another Girl (2:08)
   Recorded: February 15, 1965 at Abbey Road, London, England with McCartney overdubbing lead guitar on February 16, 1965
   John Lennon - acoustic guitar, background vocal
   Paul McCartney - lead vocal, bass guitar, lead guitar solo at end
   George Harrison - lead guitar, background vocal
   Ringo Starr - drums
6. You're Going to Lose That Girl (2:20)
   Recorded: February 19, 1965 at Abbey Road, London, England
   John Lennon - lead vocal, acoustic guitar
   Paul McCartney - bass guitar, piano, background vocal
   George Harrison - lead guitar, background vocal
   Ringo Starr - drums, bongos
7. Ticket to Ride (3:13)
   Recorded: February 15, 1965 at Abbey Road, London, England
   John Lennon - lead vocal, rhythm guitar, tambourine
   Paul McCartney - bass guitar, lead guitar, harmony vocal
   George Harrison - lead guitar
   Ringo Starr - drums
8. Act Naturally (2:33)
   Recorded: June 17, 1965 at Abbey Road, London, England
   John Lennon - acoustic guitar
   Paul McCartney - bass guitar, harmony vocal
   George Harrison - lead guitar
   Ringo Starr - lead vocal, drums
9. It's Only Love (1:59)
   Recorded: June 15, 1965 at Abbey Road, London, England
   John Lennon - lead vocal, acoustic guitar, tambourine
   Paul McCartney - bass guitar
   George Harrison - lead guitar
   Ringo Starr - drums
10. You Like Me Too Much (2:38)
    Recorded: February 17, 1965 at Abbey Road, London, England
    John Lennon - acoustic guitar, electric piano
    Paul McCartney - Steinway piano, bass guitar, harmony vocal
    George Harrison - lead vocal, lead guitar
    Ringo Starr - drums, tambourine
    George Martin - Steinway piano (played with McCartney)
11. Tell Me What You See (2:40)
    Recorded: February 18, 1965 at Abbey Road, London, England
    John Lennon - lead vocal, washboard guitar
    Paul McCartney - lead vocal, bass guitar, electric piano
    George Harrison - lead guitar, tambourine
    Ringo Starr - drums, claves
12. I've Just Seen a Face (2:07)
    Recorded: June 14, 1965 at Abbey Road, London, England
    John Lennon - acoustic guitar
    Paul McCartney - lead vocal, acoustic guitar
    George Harrison - acoustic lead guitar
    Ringo Starr - drums, maracas
13. Yesterday (2:08)
    Recorded: June 14, 1965 at Abbey Road, London, England
    Paul McCartney - lead vocal, Epiphone acoustic guitar
    Session musicians - string quartet
14. Dizzy Miss Lizzy (2:54)
    Recorded: May 10, 1965 at Abbey Road, London, England
    John Lennon - lead vocal, Hammond organ
    Paul McCartney - bass guitar
    George Harrison - lead guitar
    Ringo Starr - drums