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"Caroline, No"
Single by Brian Wilson
from the album Pet Sounds
B-side "Summer Means New Love"
Released March 7, 1966
Format Vinyl
Recorded Western Studios
January 31, 1966
Genre Pop
Length 2:53
Label Capitol 5610
Writer(s) Wilson/Asher
Producer Brian Wilson
Brian Wilson singles chronology
"Caroline, No"/"Summer Means New Love"
"Let's Go to Heaven in My Car"/"Too Much Sugar"
Pet Sounds track listing
  1. "Wouldn't It Be Nice"
  2. "You Still Believe in Me"
  3. "That's Not Me"
  4. "Don't Talk (Put Your Head on My Shoulder)"
  5. "I'm Waiting for the Day"
  6. "Let's Go Away for Awhile"
  7. "Sloop John B"
  8. "God Only Knows"
  9. "I Know There's an Answer"
  10. "Here Today"
  11. "I Just Wasn't Made for These Times"
  12. "Pet Sounds"
  13. "Caroline, No"

"Caroline, No" is a song written by Brian Wilson and Tony Asher, recorded during the Pet Sounds sessions. It was released as a solo Brian Wilson single in March 1966 in advance of the album's release. The single was only a modest success, reaching number thirty-two in the US national chart and No. 16 in Canada's RPM chart. Later in the year it appeared on a Beach Boys album as the thirteenth track on Pet Sounds despite no other members of the band appearing on the track.


Title and subject matter

The song may have been inspired by a former girlfriend of lyricist Tony Asher, who had moved to New York and cut her hair. In high school, Wilson became obsessed with Carol Mountain, a classmate and unrequited love interest.

The song 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.


The song's backing track was recorded on January 31, 1966 at Western Recorders in Hollywood, Los Angeles, California. 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. Wilson chose the session players because of their work with Phil Spector. Although The Wrecking Crew were primarily younger musicians, most were formally trained and already veterans of session playing.

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. The percussive exchange that opens the song features a tambourine and a large empty water bottle from the studio, played either by drummer Hal Blaine or percussionist Frankie Capp.

After Brian Wilson's double-tracked vocals were overdubbed, the entire recording was sped up, so that although it was recorded in the predominant key of C (with F the beginning key), it sounds in the predominant key of D♭ (beginning with G♭). This was done at the suggestion of Brian Wilson's father Murry. Although Murry was no longer managing the Beach Boys, it is often speculated that Brian Wilson was pressured into this decision. Brian, however, maintains that he preferred the "sweeter" sound of the sped-up version.

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."

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 then-current recordings of various trains around the Southern Pacific system. The sounds that were lifted for the end of the Pet Sounds album were that of Train #58, "The Owl", speeding through at 70 mph through Edison, California. The sound effects (minus Banana and Louie, of course) are in true stereo on the original effects album. They appeared in mono on Pet Sounds, but were not remixed into stereo with the rest of the album in 1996.


"Caroline, No" was 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. However, it was also released on The Beach Boys' Pet Sounds album (as well as on subsequent Beach Boys compilation albums), where it is credited as a Beach Boys recording, even though Wilson is the only Beach Boy performing on the record.

Recognition and influence

Album appearances

The song's first album appearance was on The Beach Boys classic 1966 album Pet Sounds.

The song appears on several occasions from different stages of the recording process and in different formats on The Pet Sounds Sessions box set:

  1. It appears on disc one in the first original stereo mix of the song.
  2. On disc 2, the 'Caroline, No' highlights from tracking date appears, which documents the progress of the recording of the instrumental track of the song. This track goes for over four minutes.
  3. Again on disc 2, the complete backing track is featured.
  4. On disc 3, an A cappella (or vocals only) version of the song is featured.
  5. A 32 second 'Caroline, No' promotional spot is featured on disc 3
  6. Also on disc 3 appears the song in stereo at its original speed.
  7. A second 'Caroline, No' promotional spot is also featured on disc 3 which goes for 28 seconds.
  8. Lastly on disc 3 appears the song in mono at its original speed.
  9. The song also appears on the bonus disc, disc 4, in its original mono mix.

A live version of the song also appears on the band's 1973 live album The Beach Boys In Concert, with Carl Wilson taking lead vocals.


The track was recorded on January 31, 1966 at Western Recorders, Hollywood, California and was engineered by Chuck Britz. It was released as a single on March 7, 1966 under Capitol Records as single 5610. It entered Billboard "Hot 100" on March 26, 1966; remained on chart 7 weeks; peaked at #32 on April 30, 1966. The B-side of the single was "Summer Means New Love"



Overdub session

  • Hal Blaine: Drums (in vamp)
  • Carol Kaye: Electric Bass
  • Al de Lory: Harpsichord
  • Steve Douglas: Tenor saxophone


  • Wouldn't It Be Nice: Brian Wilson and the Making of the Beach Boys' Pet Sounds by Charles L. Granata. Chicago Review Press, 2003.
  • Pet Sounds reissue liner notes, written by Brad Elliott, 1999
  • Pet Sounds, The Beach Boys (sheet music), Warner Bros. Publications, Miami, Florida, publication PF9805, published 1998

See also


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