Just the Way You Are is a Billy Joel ballad from his fifth studio album The Stranger (1977). It was released as the album’s second single in November 1977, with the album version running 4:47 and the single edited to 3:27. The soft rock and smooth jazz track became Joel’s first US Top 10 and UK Top 20 hit, peaking at No 3 in the US and No 19 in the UK, and it topped the Billboard Easy Listening chart in January 1978. The song won two Grammys in 1979, for Record of the Year and Song of the Year, and it is now considered a pop standard. Joel wrote it for his first wife Elizabeth Weber; he says the melody and chord progression came to him in a dream, and the chorus name was inspired by the last line of Rag Doll by Frankie Valli and the Four Seasons. The track features a saxophone solo by Phil Woods and shares some keyboard and tape-loop textures with 10cc’s I’m Not in Love; it was initially not liked by Joel or the band but was included on the album at the request of Linda Ronstadt and Phoebe Snow, with producer Phil Ramone noting they needed more material. Barry White released a cover in 1978–79 that charted in several markets.