The Beatles had attempted to record an early version of Lennon's "What Goes On" in 1963. With little time to complete "Rubber Soul", the song was reworked by Lennon and McCartney as a vocal spot for Starr, who also received his first songwriting credit, as co-composer. The song is in the country style favoured by Starr, and in its lyrics the singer laments his lover's deceit. In Everett's description, the arrangement includes Harrison's rockabilly-inflected lead guitar, played on his Gretsch Tennessean, contrasting with Lennon's "Steve Cropper-styled Memphis 'chick' rhythm part".