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Clayton-Thomas was quoted as describing the song as being "written in an age when psychedelic imagery was all over lyrics...it was my way of saying, 'I came up with the song just picking it away on a guitar when I found some chord changes I liked. As for the lyrics, everybody was getting so serious about 'The Revolution' and everything else in those days. Don't get too caught up, because everything comes full circle'."

This was inspired by a Joni Mitchell song called "The Circle Game," where Mitchell sings about seasonal cycles and brings in the carousel with the line, "The painted ponies go up and down."

This marked the first instance of a Joni Mitchell influence in a popular song. Like Clayton-Thomas, Mitchell is from Canada, and he heard her work long before most. Mitchell didn't release her first album until 1968, but in the years prior she developed a reputation as an insightful songwriter and performer, and Clayton-Thomas was a big fan.

The song ends with the 1815 Austrian tune "O Du Lieber Augustin" ("The More We Get Together" or "Did You Ever See a Lassie?") and drummer Bobby Colomby's comment: "That wasn't too good", followed by laughter from the rest of the group. According to producer James William Guercio this section was added in at the last minute after the end of the master tape was recorded over accidentally by an engineer at the studio. Most of this section and the trumpet solo were edited out for the single version. The eight-bar piano solo which precedes the trumpet solo on the album version is overlapped with guitar on the single version before the last verse.

Blood, Sweat & Tears was formed in 1967 by Al Kooper after leaving the group Blues Project. Four of their eight members played horns, which defined their sound. Their 1968 album Child Is Father to the Man managed just modest sales, and Kooper left soon after. He was replaced by David Clayton-Thomas, who brought "Spinning Wheel" to the group and became their lead vocalist. With Clayton-Thomas up front, BS&T became one of the biggest acts of the late '60s and early '70s, with "Spinning Wheel" their calling card.

The group had trouble keeping momentum because they burned out on the road, since that was the only way most of their members could make a living. Clayton-Thomas left in 1972 but returned in 1975. The band stopped recording in 1980, but continued as a live act with various iterations into the '10s.