"Star Baby" was written by Guess Who lead singer Burton Cummings. At the time, the band was on tour with Bonnie Bramlett, who had split from her husband and musical partner, Delaney Bramlett and was having an affair with one of The Guess Who's roadies. "When I wrote it I was trying to see Bonnie through our roadie's eyes and what he might say to her," Cummings told Ken Sharp
. "It was finished really quickly. I wrote that in about 20 minutes."