George Michael was inspired to write this mournful song when he was having a discussion with friends about the excessive use of the intro to James Brown's "Funky Drummer
." Many tunes in the Top 30 at the time sampled the slowed-down drum track from Brown's original upbeat song. Michael explained in MTV's Rockumentary
his process of creating this tune. "I had this idea of taking something or taking that particular drum track and placing something completely different, something completely out of context, over the top of it," he said. "I thought I'd put something completely folk over the top of it."
He continued to express his desire to mesh two particular genres and sounds together. "So I started writing around that and then just playing about with a keyboard. I just found the two chords that went with those guitar chords. But the sound itself made me think that maybe I should take the song in a slightly different direction because the sound was this sound, which is very '60s. It's like Procol Harum or something like that; very, very '60s sound. And when you combine these two things, you get an altogether different feel.
So I actually left the guitars reasonably low down in the mix. So then I basically had to write something that fitted that feel, and, I mean, this is the first track on this particular album anyway, where I've just found the feel before I had any idea what I was going to write over the top. I tried all kinds of things, and, at the end of the day, I decided to go for something really, really 'white' sounding influence wise just to kind of offset that very, very overused black rhythm."