[2] It was written and composed by Jim Glaser and Jimmy Payne, and uses session musicians from The Wrecking Crew.

[3] Like most of the band's hits, it is a ballad centered around Gary Puckett's soulful vocals.

The lyrics are from the perspective of a man who senses that his wife is dissatisfied with him sexually, and fears that she is going to start cheating on him.

[4] The band recorded the song in August 1967,[5] and it was released as their debut single in September.

[6] The B-side was a cover of the Tim Hardin song "Don't Make Promises."