Between his release from the U.S. Air Force in 1957 and signing with Motown Records's Tamla label in 1961, Marvin Gaye was struggling to find his identity in the music business.

A long admirer of different forms of music from early rock 'n' roll, blues, jazz and doo-wop, Gaye sought to mix the styles of Nat King Cole, Billy Eckstine, Little Willie John and Jesse Belvin, first getting involved in groups such as the Marquees, which he joined following his honorable discharge from a tenure in the Air Forces, which soon replaced the original members of Harvey Fuqua's group The Moonglows under the moniker, Harvey and the New Moonglows, with Reese Palmer doing most of the leads though Gaye did take some lead vocal parts, including speaking in the intro and ending of the single, "The Twelve Months of the Year", and sung all lead in the song, "Mama Loochie".

After living in Chicago for two years and following a tour in Detroit, Fuqua decided to split up the group and take Gaye with him to help get him work in the musically-developing city.

Fuqua then signed Gaye to a contract with his Harvey and Tri-Phi Records and also assigned him to work with his then-girlfriend Gwen Gordy's Anna label.

His style soon changed to include gospel inflections, which helped to bring him success after he released his first hit, "Stubborn Kind of Fellow", in 1962.

Motown Records, at the time of this album's release, was still a fledgling operation, with only The Miracles, The Marvelettes, and Mary Wells as successful acts.