Gary Brooker recalled the writing of the music : "I'd been listening to a lot of Classical music, and Jazz. 'A Whiter Shade Of Pale' seemed to be about two people, a relationship even. It's a memory. There was a leaving, and a sadness about it. To get the soul of those lyrics across vocally, to make people feel that, was quite an accomplishment.
When it came to me , I thought, 'Here's something.' I happened to be at the piano when I read them, already playing a musical idea. It fitted the lyrics within a couple of hours. Things can be gifted. If you trace the chordal element, it does a bar or two of Bach's 'Air On A G String' before it veers off.
That spark was all it took. I wasn't consciously combining Rock with Classical, it's just that Bach's music was in me."
Dedicated to my dear brother Nir Halfon and his family...
The song is based on the piano played by Freddie Mercury, while falling to accompany Roger Taylor and John Deacon from the battery and low respectively, in the studio version, Brian May only involved with the guitar during the solo, while in the live version that appeared during the Jazz Tour Crazy Tour and, May playing chords to give a sound leaning more towards the Rock.
The song is used for a commercial VH1 also was used in the movie "Shaun of the Dead"