Joel sings about those who are scared to take risks because of past experiences often taking what they have learnt and imposing them on others who are innocent of the wrongs that have been done to them. The words of the song came from personal experience says Joel, influenced heavily by his romantic teenager phase, while the music was inspired by composers Leiber and Stoller in recordings made by The Drifters and Ben King.
As a tribute to the music of the sixties and seventies Joel did the entire album “Innocent Man” in that style of music. He admitted in an interview with Kutner and Leigh in 1000 UK Number One Hits that writing these songs came so naturally to him and that instead of his usual method of perfectly placing every note, they flowed so naturally.
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