"The Fountain of Salmacis" tells the Greek myth of Salmacis and Hermaphroditus. It originated from a short rundown passage that Banks had come up with while at university. The track makes use of the Mellotron, with an influence from King Crimson's "In the Court of the Crimson King". Banks thought the instrument greatly complemented his piece when combined with the organ. It became the basis for "The Fountain of Salmacis" which was taken further to a complete song as the result of group jams. Hackett particularly enjoyed the time he came up with his ending guitar solo, which occurred around midnight at Luxford House during a rare moment when the group were up for recording.