After the release of the 1970 album Open Road that Donovan recorded with the band of the same name, he and his bandmates embarked on an international tour, partially by boat.

Intending to sail around the world for one year, Donovan became homesick and ended the tour early, returning to the UK where he married his longtime affection Linda Lawrence (once girlfriend of Brian Jones) in October 1970.

When Linda became pregnant with their first child, Donovan began working to complete a children's album that would eventually contain recordings spanning from July 1968 to 1971.

During a session with Paul McCartney that year, he outlined the start to the album by describing an echoey pump organ and a man shouting in Italian announcing a string of circus acts that would then fade out into "The Walrus and The Carpenter".

The original lyrics of the song were printed on the British version of Sunshine Superman, four years before the release of HMS Donovan.

[3] Other songs backed by drummer John Carr and bassist Mike Thomson were recorded during the previous year's sessions for Open Road.

"The Owl and the Pussycat" and "The Unicorn" also have the same melody, but bootleg recordings suggest Donovan once sang these two songs together in a medley during late 1960s live performances.