Songfacts®:

• "Pale Blue Eyes," written by Lou Reed, is the fourth track from side A of The Velvet Underground, the group's third album. Lou Reed is quoted about this album: "I really didn’t think we should make another White Light/White Heat. I thought it would be a terrible mistake, and I really believed that. I thought we had to demonstrate the other side of us. Otherwise, we would become this one-dimensional thing, and that had to be avoided at all costs." "Pale Blue Eyes" is practically the exhibit-A of this statement. It's calm, relaxing, almost a lullaby. And it's simply a sweet love tune, as opposed to the violent lyrics and drug-soaked imagery of previous efforts.
  Guitarist Sterling Morrison is often quoted as calling this album "the closet mix" because it sounds like it was recorded in a closet. But really, the mix actually does songs like "Pale Blue Eyes" justice. It sounds more private and intimate, tailored to the subject matter.
• In The Velvet Underground: An Illustrated History of a Walk on the Wild Side, Sterling Morrison gives his take on this period of the band's history: "[John] Cale's departure allowed Lou Reed's sensitive, meaningful side to hold sway. Why do you think 'Pale Blue Eyes' happened on the third album, with Cale out of there? That's a song about Lou's old girlfriend in Syracuse [University]. I said, 'Lou, if I wrote a song like that, I wouldn't make you play it.' My position on that album was one of acquiescence."
• Orange Juice frontman Edwyn Collins and Bourgie Bourgie vocalist Paul Quinn recorded a duet version, which peaked at #72 in the UK in August 1984. The Glasgow pair were classmates between the ages of 11 and 15.