The lyrics are a veiled reference to a love affair which Dave Cousins had had but did not want to reveal for risk of upsetting his family. The music features the clavioline, an early predecessor of the synthesizer.
The song starts with an a cappella verse, followed by a verse sung by Tony Hooper. The chorus parts of the song are instrumental, featuring a heavy use of keyboards. The final verse is similar to the a cappella verse but with harmonium backing.