text: Composition Howe recalled the track was originally "a guitar instrumental suite" and had a basic outline worked out when he first developed it. "All the ingredients are there—all that's missing is the song. "Roundabout" was a bit like that; there was a structure, a melody and a few lines." In 1994, former Yes guitarist Peter Banks whom Howe replaced in 1970, claimed he had come up with the song's main riff several years prior to the band recording it. The song was recorded in sections in a series of tape edits, a method of recording that was still relatively new to the group. They had played it through in rehearsal several times, but Squire recalled the group would make sure to "get the first two verses really good" and record from there.
  In its original form, the song began with the acoustic guitar, which Howe played on a 1953 Martin 00-18, but the group soon thought a more dramatic opening was needed. This led to Wakeman playing an Em chord, alternating with a C chord on the piano that were recorded and played backwards, creating an effect that Howe described "as if it's rushing towards you". Offord recalled a considerable amount of time was spent to get it right in the studio because it involved a lengthy process of picking the right voicings to use, and editing them correctly. Howe thought the piano added a sense of drama, intensity, and colour to the song. An early idea had the song start with what Anderson described as "something of a Scottish jig" on Howe's acoustic guitar, which he had played to Anderson in their Glasgow hotel room.