What's Going On

The song began with Renaldo Benson of the Four Tops, who saw police violence against anti-war protesters at People's Park in Berkeley on 15 May 1969. Al Cleveland wrote a song from what Benson told him. The other Four Tops turned it down as a protest song, and Benson said it was a love song about love and understanding. In 1970 he played it to Gaye, who added a melody and lyrics. Benson said they measured Gaye for the suit and he tailored it. Gaye said that after the 1965 Watts riots he had asked himself how he could keep singing love songs, and when he told Gordy he wanted to make a protest record, Gordy answered that it was taking things too far.

Gaye produced it himself at Hitsville U.S.A. on 1 June 1970, mixing Motown players such as James Jamerson and Eddie Brown with musicians he brought in, among them the drummer Chet Forest. Eli Fontaine's opening alto saxophone line was not planned. Gaye heard the playback, chose it to open the song, and told Fontaine, who said he was goofing around, that he goofed off exquisitely. Detroit Lions players Mel Farr and Lem Barney joined the party chatter in the background, and Elgie Stover opens the track by asking what's happening. When Gaye asked the engineer Kenneth Sands for his two vocal leads to compare, Sands accidentally mixed them together, and Gaye kept the double-tracked sound. Rhythm tracks went down at Hitsville, strings, horns and vocals at Studio B.

Gordy refused to release it and, by some accounts, called it the worst thing he had ever heard. Gaye stopped recording until it came out. Harry Balk got the sales vice president Barney Ales to release it. It sold over 200,000 copies in a week. The single reached number one on the Billboard R&B chart for five weeks and number two on the Hot 100, and it sold more than two million copies. Pitchfork's Ryan Dombal quoted Ben Edmonds calling it the most avant-garde hit Motown ever had, and Rolling Stone placed it fourth on its list of the 500 greatest songs in 2004 and 2010 and sixth in 2021 and 2024.

Live

Gaye's last televised performance was the Motown 25 special on 16 May 1983, where he played the piano, spoke about the history of black music and sang this song.