"Cemetry Gates" "(sic)" was a late addition to the album. Marr had not believed that the guitar part was interesting enough to be developed into a song, but Morrissey disagreed when he heard Marr play it. The "All those people ... I want to cry" section is largely taken from the film "The Man Who Came To Dinner", which also inspired one of Morrissey's aliases, Sheridan Whitehead. The words the song's narrator has heard "said a hundred times (maybe less, maybe more)" come from Shakespeare's "Richard III". The song evokes Morrissey's memories of visiting Southern Cemetery in Manchester with photographer Linder Sterling.