Mitchell wrote the music for this song in 1982 and titled it "Speechless." It wasn't until 1989 that she put lyrics to the song, which were inspired by Max Fassbinder, a German silent film-era cinematographer who was left brokenhearted by his gay lover. The song describes a rich man who moves to a shabby apartment (with just two grey rooms) so he can watch his former lover walk to and from work.
Dawn from Little Rock, ArI knew that this song was about a Gay relationship. Twenty years ago, I was in a convent and found myself hopelessly and forbiddenly in love with my best friend, who incidentally, was Joni Mitchell look alike. After living together for a year, I became a Novice across meaning I could go nowhere. I had a lonely third floor cell with two windows that over-looked a path that she walked. That song really spoke to me but made me ache with longing. She was gorgeous!