[citation needed] After a winding seven-bar introduction in D major, featuring Frankie Valli's spoken recitation, which goes: "If you hate me after what I say, Can't put it off any Longer, Just gotta tell her Anyway", the song settles into a triplet-swing beat and thereafter alternates between two keys, F-sharp major (in the chorus) and A major (in the verse and final chorus), bridging the gap with a five-step chromatic pivot-modulation (D-D♯-E-F-F♯ over the line "She's got me and I'm not free").

Cash Box described it as "a heartfelt rhythmic stomp’er that again features the attention-getting falsetto sound of Frankie Valli and a top teen Calello arrangement.

[7] A Japanese version by Hiromi Go was released in December 1975 in Japan & Charted at No.9 in the Oricon charts, in the exact same backing sound style & step as the Rollers version, including an eight-bar guitar solo, distributed by CBS/Sony, which appears in his second compilation album Go Hiromi no Subete.

A cover of the song by the Scottish boy band Bay City Rollers was released in the UK on February 28, 1975[9] as the only single from the group's second studio album Once Upon a Star.

Played a whole step lower, it includes an eight-bar guitar solo, supposedly by Eric Faulkner but probably a session musician, which is not present in the original.