"Oh! You Pretty Things" is a song by the English singer-songwriter David Bowie from his 1971 album Hunky Dory. It was the first song he wrote for the album. Bowie recorded the song as a demo before giving it to singer Peter Noone, lead singer of Herman's Hermits, who decided to release it as his debut solo single. Featuring Bowie on piano, Noone's recording was produced by Mickie Most and featured structural and lyrical differences from Bowie's later version. Released by RAK Records in April 1971 under the title "Oh You Pretty Thing", the single peaked at number 12 in the UK, becoming Bowie's biggest success as a songwriter since his own single "Space Oddity" two years earlier.

Richard Christopher Wakeman is an English keyboardist and composer best known as a member of the progressive rock band Yes across five tenures between 1971 and 2004, and for his prolific solo career. AllMusic describes Wakeman as a "classically trained keyboardist extraordinaire who plied his trade with Yes and developed his own brand of live spectacular in a solo act."