Caroline, No

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"Caroline, No"
CarolineNo single BW.jpg
Single by Brian Wilson
B-side"Summer Means New Love"
ReleasedMarch 7, 1966 (1966-03-07)
Format7" vinyl
RecordedJanuary 31, 1966 (1966-01-31)
StudioUnited Western Recorders, Hollywood
Producer(s)Brian Wilson
Brian Wilson singles chronology
"Caroline, No"
"Gettin' Hungry"
Audio sample
"Caroline, No"
Song by The Beach Boys
from the album Pet Sounds
ReleasedMay 16, 1966 (1966-05-16)
  • 1963 (1963) (train noises)
  • January 31, 1966 (1966-01-31) (track/vocals)
  • March 22, 1966 (1966-03-22) (dog barking)
  • Brian Wilson
  • Tony Asher
Producer(s)Brian Wilson

"Caroline, No" is a song written by Brian Wilson and Tony Asher with lyrics that lament a woman named Caroline and her loss of innocence. It marked Wilson's solo debut when released as a single in March 1966, peaking at number 32 on the Billboard Hot 100. Two months later, Wilson's recording reappeared (now spelled "Caroline No") as the final track on the Beach Boys' studio album Pet Sounds.

Also produced by Wilson, he compared the song to the music of Glenn Miller and Freddie Scott's 1963 rendition of "Hey Girl". He said that "Caroline, No" wasn't written about anyone specific. On another occasion, he credited the song's inspiration to an unrequited love interest from high school who happened to be named Carol. Asher had also been acquainted with a different girl named Carol; they had recently broken up when the song was written. After the track was recorded, Wilson sped the recording up by one semi-tone to make his voice sound younger.

"Caroline, No" was issued with the B-side "Summer Means New Love", an instrumental track taken from the Beach Boys' 1965 album Summer Days (And Summer Nights!!). When the song reappeared on Pet Sounds, Wilson added recordings of his two dogs, Banana and Louie, barking over a sample of a passing train, which close the LP.

In 2004, "Caroline, No" was ranked number 214 in Rolling Stone magazine's list of "The 500 Greatest Songs of All Time".[1]


The song was written by Brian Wilson and Tony Asher in the key of C major before being transposed up one semitone into D-flat major.[2] While it is commonly understood that Wilson composed the majority of the music on Pet Sounds, it has been claimed in Steven Gaines' book Heroes and Villains that "Caroline, No" was one of three songs in which Asher contributed musical ideas rather than acting solely as a co-lyricist; the other two being "That's Not Me" and "I Just Wasn't Made for These Times".[3]

It was initially written as "Carol, I Know". When spoken, however, Brian Wilson heard this as "Caroline, No." After the confusion was resolved, the pair decided to keep the new title, feeling that it brought a poignant earnestness to the song's sad melody.[4] Asher believes the song encapsulated "Brian's wish that he could go back to simpler days, his wish that the group could return to the days when the whole thing was a lot of fun and very little pressure."[5] Asher says his contributions were inspired by his former girlfriend, who had moved to New York and cut her hair: "I had recently broken up with my high school sweetheart who was a dancer and had moved to New York to make the big time on Broadway. When I went east to visit her a scant year after the move, she had changed radically. Yes, she had cut her hair. But she was a far more worldly person, not all for the worse. Anyway, her name was Carol."[5]

In 2005, Wilson stated: "That song to me is a real tear jerker, very like 'Hey Girl' by Freddie Scott. It wasn't written about anyone. I just used the name Caroline."[6] However, in high school, Wilson also became obsessed with Carol Mountain, a classmate and unrequited love interest. He said, "If I saw her today, I'd probably think, God, she's lost something, because growing up does that to people.' But the song was most influenced by the changes Marilyn and I had gone through. We were young, Marilyn nearing 20 and me closing in on 24, yet I thought we'd lost the innocence of our youth in the heavy seriousness of our lives. [Tony] took a tape home, embellished on my concept, and completed the words."[5]

Academic Philip Lambert suggested that the song's lyrics were a continuation on themes established by Wilson's previous compositions "You Still Believe in Me" and "The Little Girl I Once Knew".[7]


Both instrumental and vocal tracks were recorded on January 31, 1966, at United Western Recorders in Hollywood, Los Angeles, California.[7] Wilson produced the session with Chuck Britz as the engineer. As with the rest of the Pet Sounds backing tracks, Wilson employed players from a select group of southern California session musicians, who were later nicknamed The Wrecking Crew. None of the other Beach Boys appeared on the record.[7]

For "Caroline, No", harpsichord and bass flutes accompany more typical pop/rock instrumentation in a sound that, like other compositions from this period, reflects a jazz influence.[7] The percussive exchange that opens the song features a tambourine played by Steve Douglas and a large empty Sparklett's water bottle from the studio, played by Hal Blaine.[8] Brian later stated, "'Caroline, No' was my favorite on the album, the prettiest ballad I've ever sung. Awfully pretty song. The melody and the chords were like Glenn Miller ... a Glenn Miller-type bridge. The fade-out was like a 1944 kind of record ... Listen for the flutes in the fadeout."[9]

After Brian Wilson's double tracked vocals were overdubbed, the entire recording was sped up by a half step at the suggestion of Brian Wilson's father and erstwhile manager Murry.[7] Brian explained that he preferred the "sweeter" sound of the sped-up version.

On the Pet Sounds LP, the sound of a passing train can be heard at the end of "Caroline, No", accompanied by barking from Brian's dogs, Banana and Louie. In the late 1990s, it was rediscovered that the train sound effect came from a sound effects LP titled Mister D's Machine, recorded in 1963 by Brad Miller. The album featured contemporary recordings of various trains around the Southern Pacific system. The sounds that were lifted for the end of the Pet Sounds album were of Train #58, "The Owl", speeding at 70 mph through Edison, California. The sound effects, minus Banana and Louie, are in true stereo on the original effects album.[5]


Per band archivist Craig Slowinski.[8]

The Beach Boys
Additional musicians

Release history[edit]

According to saxophonist Steve Douglas: "I was really instigating him [Brian] to put it out under his own name and he did. ... [that decision] caused problems, man, I just can't tell you.""[11] "Caroline, No" would be Brian Wilson's first solo single, released on Capitol Records as Capitol 5610 on March 7, 1966. Although Brian Wilson was the driving force behind The Beach Boys at the time, the solo release of "Caroline, No" was perhaps his first official recognition as an individual outside the band. Released just two weeks before the Beach Boys' "Sloop John B", Brian's single went up against the big hit, the band's fastest-selling single to date. Still, it made top 10 in Houston, Fort Worth, Virginia Beach, Cleveland, Memphis, Sacramento and Tucson, and Rochester and Albany Tri-cities in Upstate New York; top 20 in Chicago, Boston and Hartford, Montreal, Vancouver, Seattle, Salt Lake City, Milwaukee, Columbus, Louisville, Nashville, San Antonio, Orlando—and peaked at #20 at New York City's premier station, WABC; one spot lower at Los Angeles' KRLA. Two months later, it was placed on the Beach Boys' Pet Sounds album, where it is credited as a Beach Boys recording, even though Wilson is the only Beach Boy performing on the record.[citation needed]


It later appeared in many different stages and formats on The Pet Sounds Sessions box set. In addition to containing the song as it appears on Pet Sounds, what is included are: the full track (excluding train noise) mixed in stereo for the first time, instrumental session highlights, the song's instrumental backing track, the song's isolated vocal stems, two brief radio advertisements recorded for the single, and both monaural and stereo versions of the tracks slowed to their original speed.

A live version of the song appears on the band's 1973 live album The Beach Boys in Concert, with younger brother and bandmate Carl Wilson taking lead vocals.

In popular culture[edit]


  1. ^ "The RS 500 Greatest Songs of All Time". Rolling Stone. Retrieved 2008-06-19.
  2. ^ The Beach Boys: Pet Sounds Warner Bros Publications, ISBN 0-7692-6449-2
  3. ^ Gaines 1986, p. 145.
  4. ^ "Tony Asher Interview". Cabin. Retrieved 2011-11-24.
  5. ^ a b c d Elliott, Brad (August 31, 1999). "Pet Sounds Track Notes". Retrieved March 3, 2009.
  6. ^ Sharp, Ken (January 2006). "Christmas with Brian Wilson". Record Collector. United Kingdom. pp. 72–76.
  7. ^ a b c d e Lambert 2007, p. 235.
  8. ^ a b Slowinski, Craig. "Pet Sounds LP". Endless Summer Quarterly. Retrieved September 24, 2018.
  9. ^ Linett, Mark (2001). "Track-by-Track Notes". In Pet Sounds (p. 22) [CD booklet]. Hollywood: Capitol Records, Inc.
  10. ^ Tunbridge 2010, p. 173.
  11. ^ "Musician Comments: Steve Douglas". The Pet Sounds Sessions (Booklet). The Beach Boys. Capitol Records. 1997.CS1 maint: others (link)
  12. ^ "Employment review". Allmusic. Retrieved 2011-04-29.


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