This was composed by the band's guitarist Tom King along with Chet Kelly. Its basic arrangement was augmented by a horn section, yet was applied in an unobtrusive manner as not to not detract from the band's fundamental sound, which on this occasion featured a signature riff from a twelve string electric guitar. The song also features an electric organ with a vibratto, heard in the verses. It also features a complex counterpoint melody in the other vocals in the Coda section, where the scream trumpet is heard before the song's fade.
The lineup on "Time Won't Let Me" was vocalist Sonny Geraci, rhythm guitarist Tom King, lead guitar Al Austin, bass Mert Madsen, baritone saxophone Mike Geraci and drummer Ronnie Harkai. (Jimmy Fox was the stickman on some of the Outsiders' other tracks). Their lead singer Sonny Geraci was also the lead singer for Climax, a one-hit-wonder with "". Jimmy Fox, who was the drummer on the Outsiders' first album, later formed The James Gang with Joe Walsh.
Mert told us the story of the song: "It all started in 1958 when I joined Tom in his new band called The Starfires, which started a few months before I joined the band in late 58. It took us seven hard working years to get to the time in the fall of 1965 where we cut 'Time Won't Let Me' at the "Cleveland Recording" studio." "We could sense that this was not just any tune, but a tune with great hit potential," Mert continues: "So we got hold of the East Coast Manager for Capitol Records, Roger Karhsner, and played the master record for him over the phone. He said right away, 'Hold on, I do believe you guys got a hit on your hands, but I am coming to Cleveland in a few days, and then we will defintely talk some more.' The rest is history - all the guys on the record made up their own parts music ways, and I arranged the background singers. --- The horns were added on afterwards."
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