Inspiration and recording
The song was written by
Mick Jagger and
Keith Richards while on holiday in Brazil from late December 1968 to early January 1969, inspired by Brazilian "
caipiras" (inhabitants of rural, remote areas of parts of Brazil) at the ranch where Jagger and Richards were staying in
 Two versions of the song were recorded by the band: the familiar hit which appeared on the 45 single and their collection of late 1960s singles,
Through the Past, Darkly (Big Hits Vol. 2); and a honky-tonk version entitled "Country Honk" with slightly different lyrics, which appeared on
Let It Bleed (1969).
Thematically, a "honky tonk woman" refers to a dancing girl in a
western bar who may work as a prostitute ; the setting for the narrative in the first verse of the rock-and-roll version is
Memphis, Tennessee: "I met a gin soaked bar-room queen in Memphis", while "Country Honk" sets the first verse in
Jackson, Mississippi: "I'm sittin' in a bar, tipplin' a jar in Jackson".
The band initially recorded the track called "Country Honk," in London in early March 1969. Brian Jones was present during these sessions and may have played on the first handful of takes and demos. It was his last recording session with the band.
 The song was transformed into the familiar electric, riff-based hit single "Honky Tonk Women" sometime in the spring of 1969, prior to
Mick Taylor's joining the group.
 In an interview in the magazine
Crawdaddy!, Richards credits Taylor for influencing the track: "... the song was originally written as a real
Jimmie Rodgers/1930s country song. And it got turned around to this other thing by Mick Taylor, who got into a completely different feel, throwing it off the wall another way."
 However, in 1979 Taylor recalled it this way: "I definitely added something to Honky Tonk Women, but it was more or less complete by the time I arrived and did my overdubs."
"Honky Tonk Women" is distinctive as it opens not with a guitar riff, but with a beat played on a
cowbell. The Rolling Stones' producer
Jimmy Miller performed the cowbell for the recording.
The concert rendition of "Honky Tonk Women" on
Get Yer Ya-Ya's Out! (1970) differs significantly from the studio hit, with a markedly dissimilar guitar introduction and the first appearance on vinyl of an entirely different second verse. During the North American leg of the 1989
Steel Wheels tour, a giant inflatable woman was cued to appear just before the first chorus. There was an animated live visual for this song when it was performed in concert around 2002 and 2003. It featured a topless woman riding on the Rolling Stones tongue who was seen in the beginning of the concert.