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"What You're Doing" is a song written by Paul McCartney (credited to Lennon/McCartney), one of eight originals of fourteen songs on the 1964 album Beatles for Sale by the group; it also appeared on the 1965 American release Beatles VI.

The song begins, uncommonly for the band, with a drum intro. It is followed by a guitar sequence used throughout the song as an ostinato figure after each verse (providing the song with a sense of unity). The atmosphere of the song is heavily syncopated, lending it a loose, jazzy feel. The influence of Buddy Holly can be felt in the song as well.

According to Richie Unterberger, the performance includes a "chiming 12-string guitar that sounds uncannily like the kind of sounds that became identified with the Byrds' Roger McGuinn, although 'What You're Doing' was recorded in late 1964, about six months before the Byrds became famous with 'Mr. Tambourine Man.'"

The song lacks a chorus, so the verses become the melodic focus of the song. In the first half of the verse, the ostinato figure continues to play and the first word of each line is punctuated by exclamatory background vocals. The second half of each verse is harmonized with "oohs," and the ostinato figure begins before the last line finishes. The overlapping of the ostinato figure contributes to the slightly disordered feel of the song. Each verse ends with a repetition of the title phrase:

Look, what you're doing
I'm feeling blue and lonely
Would it be too much to ask of you
What you're doing to me

The overall effect is tense—a tightly arranged song performed very loosely—suiting the lyrical matter of confronting a lover over a crumbling relationship.

There is also a bridge that occurs twice to provide a reprieve from the more anxious verses and an instrumental breakdown with a double-tracked guitar solo and a tumbling piano keeping rhythm underneath.

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