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This is one of the few Yes hits lead singer Jon Anderson had no part in writing. It was written by Trevor Rabin, Chris Squire and Trevor Horn, who recorded it with a fourth band member, Alan White, before Anderson rejoined the band. Anderson left the band in 1980, recording as a solo artist and as half of Jon and Vangelis before returning for the 90125 album.

According to Trevor Rabin, the prominent group vocals in this song came about after he and Chris Squire struggled to get a drum sound. When they ran out of ideas for the drums, they decided to work on the vocals, putting those on before the drums. As a result, the voices became the focal point of the song, although it took the band weeks to get them recorded and mixed in the song to their satisfaction.