On the 'B' side to "What's The Matter With You Baby" was a ballad by Marvin Gaye and Mary Wells, "Once Upon A Time". Released in 1964 on the heels of Mary Wells big hit "My Guy" (Motown 1056), this was the first duet for Marvin Gaye. He would later record duets with Kim Weston,Tammi Terrell and Diana Ross.
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