 Harrison wrote "Tired of Midnight Blue" in Los Angeles, where he continued to be based for much of 1975 on business relating to Dark Horse Records. In his 1980 autobiography, I, Me, Mine, he says that the song's lyrics focused on his "depressed" state following a night in an LA club with "a lot of grey-haired naughty people". In Tillery's estimation, with its chorus line "Made me chill right to the bone", "Tired of Midnight Blue" was Harrison reaching "rock bottom". As the most obvious example of his embracing of soul music on the album, he wrote "Ooh Baby (You Know That I Love You)" as the first of two tributes to Smokey Robinson, a singer whose work with the Miracles he had admired since the early 1960s.
