Written by Diane Warren, produced by Ron Nevison, and with Bill Champlin on lead vocals, it is the second single from the band's album Chicago 19.

According to drummer Danny Seraphine, Chicago's manager Howard Kaufman suggested that the band bring in outside songwriting help.

Kaufman recommended Diane Warren, who also composed the band's single "I Don't Wanna Live Without Your Love," and producer Ron Nevison, who had worked with Heart on the number one hits "These Dreams" and "Alone.

"[3] Bassist Jason Scheff remarked, "The songs that last for me are the ones I don't get at first," and added, "I remember hearing 'Look Away' and thinking it's okay, but not great.

"[3] Before being submitted to Chicago, the song was one of two ballads offered by Epic Records to Cheap Trick, who chose "The Flame" instead.

[4] The track was also offered to Europe, but was turned down due to frontman Joey Tempest's refusal to record material written by outside writers.

[5] The song featured Bill Champlin on lead vocals and furthered Chicago's shift towards de-emphasizing the band's brass section compared to their earlier years.

[6] Scheff noted that with Peter Cetera having left the group and "making his own records, it was good for us to release some songs with a different sound (like) Bill's voice.