Meaning & Story Of “Uptown Girl” By Billy Joel

Every Billy Joel fan knows the track Uptown Girl. The 1983 hit is one of his most iconic songs, and it’s difficult not to want to dance along to the upbeat tune that’s all about love between the classes. But the track was actually inspired by Joel’s life—particularly his relationship with his second wife.

Background Of The Song 

In the early 1980s, Joel was on his way to becoming a great pop star. His marriage to his first wife, Elizabeth Weber Small, ended in 1982. Suddenly, he found himself well-known as a musician and single. Having never considered himself an attractive man, the singer was shocked to find himself the object of many high-profile women’s attention.

Billy Joel - Uptown Girl (Official Video)

He was born and raised in the Bronx and was firmly a part of the working class. He felt more connected to this world, so becoming a famous musician was a strange transition to a different world for him. 

The Inspiration

In 1982, he took a vacation to the Caribbean island of St. Bart’s. One day, at the resort where he was staying, he was playing the piano when he suddenly realized he was being watched by three women—supermodels Elle MacPherson, Christie Brinkley, and Whitney Houston, whose career as a pop singer was still in its infancy. 

Rob Mieremet / Anefo, CC0, via Wikimedia Commons

He was taken aback to realize that the models, particularly 19-year-old MacPherson and 28-year-old Brinkley, were competing for his attention. They were two of the most successful and famous supermodels of the early 1980s.

The song was originally written about MacPherson, whom Joel dated for a short period in the early 1980s. Eventually, they parted ways, and he began a relationship with Brinkley. As the track evolved, it became more specifically about Brinkley, whom he would go on to marry in 1985.

“The song was originally called ‘Uptown Girls’ not ‘Uptown Girl,’” he said in an interview in 2006. “I know it’s associated with Christie [Brinkley], but when I started to write that song I had recently divorced prior to meeting her, all of the sudden I’m a rock star and divorced. All these women were going to go out with me.”

Billy Joel’s Women

He has a long history of being inspired by the women in his life. Some of his most iconic songs were based on his experiences as a husband—he has been married four times—and as the father of three daughters. 

He wrote his famous tracks She’s Got A Way, Always A Woman, and Just The Way You Are about his first wife, Weber, to whom he was married from 1973 to 1982. 

Uptown Girl was inspired by both MacPherson and Brinkley. Joel also wrote And So It Goes in honor of MacPherson, particularly about how intimidated he was to date a woman who was significantly younger, taller, and more attractive than himself. 

Over the nine years of their marriage, Brinkley also inspired many of his songs. Tracks attributed to her influence include Christie Lee and This Is The Time, which is about a couple reflecting back on their relationship. 

The singer has also composed songs inspired by his eldest daughter, Alexa Ray Joel.

Next: The best Billy Joel songs of all time

The Track On The Charts

After reworking the song to be about a working-class man pursuing one upper-class woman, Joel released the track in 1983. It was extremely popular, climbing to number three on the Billboard charts, where it stayed for five weeks in a row. In the UK, it was his first number-one hit. 

The singer said that the musical style of the song was inspired by older rock and pop ensemble groups, especially Frankie Valli & The Four Seasons. The inspiration wasn’t lost on critics, some of whom said that his ability to imitate Valli was almost otherworldly. 

The musical homage is particularly evident in the stretching of certain lyrics, which was one of Valli’s signature musical stylings. In Uptown Girl, one example is the way that Joel sings “And when she wakes up and makes up her mind,” accentuating the last word as “mie-yi-yind.” 


“Uptown” presumably refers to the Upper East Side in New York City, where Joel himself grew up. This has been the wealthiest neighborhood in Manhattan since the 19th century; in fact, it was once referred to as the “Silk Stocking District.” 

The neighborhood, which includes some of the costliest real estates in the city, includes a large number of art museums and historic buildings. It is known for being the home of some of the wealthiest and most famous people in the world, such as John Jacob Aston IV, Leonard Bernstein, Mariah Carey, and Jacqueline Kennedy Onassis.

“White Bread World” Misheard Lyrics

For decades, fans of the song have famously misunderstood the lyrics as “She’s been living in her white bread world.” This caused some confusion, as “white bread” is generally seen as a symbol of the lower class, not the upper class—as mass-produced white bread is often cheaper than alternatives. 

The actual lyrics are “She’s been living in her white-bred world.” This can be interpreted in several ways. It may mean that she has been living in a world that is largely composed of wealthy Caucasian families. 

Another theory is that the phrase refers to a society that values conformity and mild behavior. Therefore, the object of the singer’s affection has been raised in a world where everyone is supposed to be the same. 

It can also be interpreted as a way of saying that she lives in a boring world where everything is monochrome, making the idea of cavorting with a “backstreet guy” appealing. 

The Music Video 

Joel recorded the music video for Uptown Girl in 1983. At the time of the shooting, he was dating Brinkley, who appeared in the music video as the titular character. 

The video depicts him and his backup singers as mechanics working in a garage. Brinkley pulls up in a Rolls Royce, and the mechanics work on her car while dancing through the garage. Eventually, he wins her heart, and they leave together on a motorcycle. 

The music video cemented the idea that the song had been composed solely in honor of Brinkley. It was only later that the musician shared the story of being inspired by both Brinkley and MacPherson. 

Billy Joel And Christie Brinkley

The two did end up getting married in 1985. They were married for nine years before divorcing in 1994. They had a daughter, Alexa, in December 1985, and continued to remain in contact to co-parent effectively. They have said that they have a good relationship; Brinkley was even in attendance at Joel’s wedding to his third wife, Katie Lee, in 2004. 

The Legacy Of The Song

Uptown Girl is one of Joel’s most iconic tracks and has been called one of his greatest. It was one of the best-selling songs of the 1980s in the UK and has sold more than a million copies since its release. It has been covered by countless other artists, most famously by the band, Westlife

This is considered one of Joel’s signature tracks. Since its release, it has been a hit around the world.

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