After the band's preceding studio album Tattoo You (1981) was mostly patched together from a selection of outtakes, Undercover was their first release of all-new recordings in the 1980s. Tensions in the studio were high, as each of the principal songwriters wanted to take the band in a different direction. Vocalist Mick Jagger sought to adapt to modern trends in music, favouring reggae, worldbeat, and new wave musical textures, while guitarist Keith Richards wanted the band to return to their blues rock roots. As a result, the album is an eclectic collection of songs covering a wide range of styles. Besides the other principal band members, including guitarist Ronnie Wood, bassist Bill Wyman, and drummer Charlie Watts, the album featured many guest musicians. It would be the last album released during the lifetime of Ian Stewart, a former member of the band and frequent contributor on piano.
It would be the first Rolling Stones album in more than a decade to miss reaching No. 1 on the US albums chart, peaking at No. 4. Three singles were released from the album, with the highest-charting being top-40 release "Undercover of the Night".
Charlie Watts – drums
Bill Wyman – bass guitar, percussion; Yamaha piano on "Pretty Beat Up"
Ian Stewart – piano on "She Was Hot" and "Pretty Beat Up", percussion
Sly Dunbar – percussion
Moustapha Cissé – percussion
Ibrahima Coundoul – percussion
Martin Ditcham – percussion
Keith Richards – rhythm and lead guitar, backing vocals; lead vocals on "Wanna Hold You"; bass guitar on "Pretty Beat Up"
Ronnie Wood – rhythm and lead guitar, backing vocals; bass guitar on "Tie You Up" and "Wanna Hold You"
Mick Jagger – lead vocals, rhythm guitar, harmonica
Jim Barber – additional guitar on "Too Much Blood"
Chuck Leavell – keyboards
David Sanborn – saxophone
CHOPS – horns
Hubert Kretzschmar – cover art photographer and illustrator
Peter Corriston – cover art designer
Bob Clearmountain – mixing engineer
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