This song was written by lead singer Steve Walsh and guitarist Steve Morse. Kansas broke up in 1983 after a poorly attended tour. Kerry Livgren, who was their original guitarist and composer of many of their most popular songs, formed his own band called AD, which recorded Christian rock. When the band got back together in 1986, Morse replaced Livgren, both as guitarist and songwriter.
Morse was a founding member of an eclectic group called The Dixie Dregs, and would later join Deep Purple. In our interview with Morse
, he explained how this song came together. "It was mostly a Steve Walsh song that he had been trying to get to fit with Kansas for a couple of albums," he said. "I came in after that was mostly written, and thought, 'You know what? If we change this and this and put in this instrumental and then have this at the end of your phrase, we have that payoff with this guitar line, or do it as a string line, that that would be really cool.'
You know how when somebody walks in and you've been working on something, and they say, 'Hey, you moved this and this around. It'll work, definitely.' That's all I did."