Who played bass on this track is a matter of dispute. Motown used top Los Angeles studio musicians like Carol Kaye
for some of their recordings at this time, but records of these sessions are either nonexistent or inaccurate, as certain union rules were bypassed to make them happen. Kaye has a clear memory of playing on this track, and she told Songfacts about it
. "The first four bars were written, so that thing was pretty straight," said Kaye. "The first bar was written to give me an indication of what they wanted the rest of the tune. And then another part I can remember was written - that triad lick was written. And I screwed that one up. [laughing] I mean, you always remember when you make a mistake on the hits. I made plenty of mistakes, but the feel of the record was good, and that's the main thing. So the rest, I was on my own. No problem, a lot of chromatics and just aiming for the triads and stuff."
Refuting Carol's claims is Allan Slutsky, author of Standing In The Shadows of Motown
. His research shows that James Jamerson, who was the bass player of the Motown house band The Funk Brothers, played the bass on this track. All Motown associates he contacted, including the Holland-Dozier-Holland songwriting team, said it was Jamerson. Hank Crosby, who co-wrote and did production on this song, signed an affidavit saying that the bass line was performed by Jamerson.