The album starts with a solo lead guitar and smoothly off-time bass guitar pickup notes, leading to a Muscle-Shoals-inspired guitar riff (doubled on the bass guitar an octave lower) that repeats throughout the track. In the middle 8, an improvised guitar solo (recorded on the same track as the guitar at the intro and outro) is bright and full of great vibrato, bending double stops, and even a little bottlenecking. 

The intro and solo guitar work is none other than that of Beatles bassist Paul McCartney, taking a crack at the lead guitar role. He used his Epiphone Casino, plugged into the Blonde Fender Bassman (an amp that all the Beatles loved and used repeatedly on Rubber Soul and future Beatles records). The bass track is also Paul, on his newly acquired Ricky 4001s. Another important first is Harrison’s use of his Fender Strat. The song's backbone riff pops with its unmistakable sound, plugged into an AC30TB. This Strat will become one of Harrisons' most heavily relied-upon guitars. It's the same Strat that was later transformed into "Rocky" using dayglow paint and brightly colored nail polish.

The band’s recent tour of America seems to have significantly influenced McCartney's playing. His arpeggiated bass line in “You Won’t See Me” is inspired by the Motown sound and bass guitar style of the great James Jamerson. It’s another track that Paul opted for the low growl of the Hofner 500/1 bass, played through the Vox AC100. Harrison outlines the clever chord progression with a bright and biting tone, courtesy of his new favorite Strat and AC30TB.

One of the two Harrison songs and one of the most unique tracks on an album of unique tracks. “Think For Yourself” (unlike anything before Rubber Soul) is not an attempt to record a “hit.” It's also one of the first songs to use a “Fuzz Box.” Today, Fuzz, Distortion, and Overdrive are as much a part of Rock Music as the guitar itself, but back in 1965, it’s practically unheard of. Preceded only by a few months on Keef Ricard's guitar on “Satisfaction,” the Fuzz effects are applied to the Bass Guitar on Think For Yourself and featured far more prominently. 

The players and instruments on this track feature George Harrison punctuating the chord changes with his Strat/AC30 low down (and paned left) the mix. The song’s two Bass lines feature Paul on his 4001s, plugged into his Fender Bassman amp. The “true” bass line follows the progression closely, adding rhythm and harmony elements. The “Fuzz Bass” part is high in the mix and used more like a lead guitar throughout the song between and under the lead vocal part. Paul’s early use of the Vox Tone Bender remains one of the most noted examples of “Fuzz Bass” ever recorded.

Michelle is the only traditional love ballad on the album. Oddly enough, its origins go back to the Beatles' pre-fame days, when they’d goof around, singing in broken French to impress the local girls. 

Michelle is filled with outstanding guitar playing. Mainly an acoustic number, Paul and George play the chord progressions and embellishments (Paul on his Epiphone Texan and George on his unamplified Gibson J160E). John can also be heard using his hand-built nylon-string classical guitar. Paul plays the bass guitar track, choosing his old standby Hofner 500/1 for its deep, mellow sound.

The masterfully written and played electric guitar solo is the source of much debate. The Melody was written by Beales producer George Martin and played by Harrison, but on what guitar? It sounds like a Hollowbody electric with the tone rolled down on the neck pickup. It may have been George’s Gretsch Tennessean. Others insist it was the rented Gibson ES-347TDS used as backup on the Help Tour. Rubber Soul session photos do show Harrison with the Gibson guitar. Either way, the tone and execution are fantastic.

This slow-tempo acoustic composition features unconventional studio techniques and crafty use of acoustic guitars, filling this simple song with interesting sounds and textures. The over-compressed lead vocal is so present, John Lennon drawing a breath before the words and melody of the chorus is just as out front as his voice. 

The acoustic guitar parts are masterfully written and unconventionally played. John Lennon plays his (unamplified) Gibson J-160e with a capo, providing the song's backbone. Paul follows the chord progression, sticking to the root notes on his Rickenbacker 4001s with AC100. Harrison cleverly uses the Framus “Hootenanny” 12-string acoustic with a capo high up the neck to create a percussive Sitar-like sound and texture. Harrison's inspired addition transforms this great song into something more memorable.

After 60 years, this timeless classic needs no introduction. At the time of Rubber Soul, “In My Life” is the Beatles' most lyrical mature song thus far, exploring bittersweet memories of life, love, and death. It’s also musically just as far removed from songs like “She Loves You” or even “Help.” 

Harrison's second composition on the album is a “not so loving, love song" and a jangling feast for the ears. Paul plays a melodically pleasing bass line on his 4001s and AC100 amp that helps drive the song and compliments the rhythm guitars. Lennon’s powerful rhythm playing drives gives contrast and power in the lower registers with the unmistakable tone of his Fender Strat. The song's dominant guitar sound unquestionably comes from Harrison's new 1964 rounded-top Rickenbacker 360/12. With a capo high up the neck, Harrison’s playing rides high above the other instruments and voices, filling the track with high register chime and jangling tone with his Vox AC30TB.