This lighthearted study of a perceived mid-life crisis was inspired by onlookers' reactions to the 27-year age gap between Paul Weller and his wife Hannah. The singer explained on his website: "There was an inference that I was going through a mid-life crisis, which I found really amusing: the clichéd notion of it. That was the impetus for (the song) even though it isn't really about that. It's a bit tongue in cheek, too. I guess it's also about how society views people of a certain age. For me, does it really matter what age you are? It's what up there in your soul that matters."
Phil Oakey recorded his vocals for "Don't You Want Me" in the studio bathroom. The recording was disrupted by guitarist Jo Callis reaching through an open window from outside to repeatedly flush one of the toilets.