The guitar riff at the end of the rock anthem section is also used after the bridge during the song ' Won't Get Fooled Again', perhaps serving as a link between the two songs when both were intended to be parts of a single rock opera. Songs written in alternating sections were a feature of Townshend's writing of the period, going back at least to Tommy, where the technique was used in ' Christmas' and ' Go to the Mirror!'. Eventually, the song breaks out into a full-scale rock anthem, with a second theme being introduced near the end, before a brief reprise of the quieter first theme. The song starts with a solo voice singing over an arpeggiated acoustic guitar in the key of E minor, and a bass guitar and ethereal harmonies are added. The demo along with a newer recording of the song featuring an orchestral backing was featured in The Lifehouse Chronicles. The original demo of the song was featured on the Scoop album. Pete Townshend has also recorded two solo versions of the song. Cash Box called it 'another Townshend masterpiece in traditional Who fashion.' Backed with ' My Wife' in the US and ' Going Mobile' in Europe, the song reached #34 on the Billboard Hot 100 and #24 on Cashbox. However, the song did eventually see a single release in France, Belgium, the United States and the Netherlands. 'Behind Blue Eyes' was initially considered for a UK single release, but Townshend claimed that the song was 'too much out of character' for the British singles market. The original version was released as a bonus track on the 1995 CD reissue of Who's Next. The version of 'Behind Blue Eyes' released on Who's Next in 1971 was the second version the band recorded the first was recorded at the Record Plant in New York on 18 March 1971 and features Al Kooper on Hammond organ. 'Behind Blue Eyes' really is off the wall because that was a song sung by the villain of the piece, the fact that he felt in the original story that he was forced into a position of being a villain whereas he felt he was a good guy. Pete Townshend said of the song's lyrics: The lyrics are a first-person lament from Jumbo, who is always angry and full of angst because of all the pressure and temptation that surrounds him, and the song was intended to be his 'theme song' had the project been successful. When 'Behind Blue Eyes' was to be released as part of the aborted Lifehouse project, the song was sung from the point of view of the main villain, Jumbo.

Upon reaching his room, he began writing a prayer, the first words being 'When my fist clenches, crack it open.' These words later appeared as lyrics in the 'climactic rocking section' of 'Behind Blue Eyes.' Following the performance, Townshend became tempted by a female groupie, but he instead went back to his room alone, possibly as a result of the teachings of his spiritual leader, Meher Baba. 'Behind Blue Eyes' originated after a Who concert in Denver on 9 June 1970.

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