This was written by the songwriting team of Burt Bacharach and Hal David. It was originally released as the B-side of "Blue Guitar" by Richard Chamberlain in 1963.
Dusty Springfield recorded an early version of this song in 1964, which was originally scheduled for release as a single and potential follow-up to her hit "I Just Don't Know What To Do with Myself." However, it wasn't until three years later, in 1967, that her version was finally was released on her album Where Am I Going?.
The Carpenters signed with A&M Records in 1969, which was co-owned by Herb Alpert. Burt Bacharach asked Alpert to record the song himself, but he didn't feel comfortable with the lyrical content - "Moondust in your hair" - and instead produced a new arrangement for the Carpenters.
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