Songfacts®:

• This was written by Clark and Motown founder Berry Gordy, Jr., whom she dated for a time.
• Chris Clark (from Mojo magazine February 2009): "Berry and I wrote this together in Detroit, in the studio, in our houses, all over the place. I probably wrote 87 verses and he chose the ones that made the most sense. I was inspired just by that sense of nostalgia that we all feel at times, that melancholy and warmth that goes with it. We wrote it on the piano. He'd play and I'd come up with vocal pieces and once we had the melody and the lyrics we went into the studio. We all had a quick run through and then we recorded it live. It took eight or nine takes. The musicians were sparking off each other, and I worked off what they were doing. It was thrilling, but Berry was in charge, he told everyone when to come in, what to play. Berry knew what he wanted to hear and he was going to get it out of me. He was like a father-very hard sometimes, but when you please him you think you can leap tall buildings. Today, I'm really proud of the song and I was at the time too."
• Chris Clark was a six-foot platinum blonde soul singer who was one of the few white artists signed to Motown Records. She achieved little commercial success but a number of her mid 1960s songs, including this one, were acknowledged by the English Northern Soul scene as classics of their kind.