The Story Behind “Caroline, No” by The Beach Boys and How It Became a Solo Single by Brian Wilson

As Brian Wilson shifted his focus away from touring and to the recording studio, The Beach Boys’ sound evolved with the use of session musicians and experimentation. Beginning with The Beach Boys Today and All Summer Long, the production took great strides forward. Hits like “Help Me Rhonda” and “California Girls” were a massive success, while “The Little Girl I Once Knew,” with its periodic moments of silence, faltered on the charts. Some disc jockeys were hesitant to play the track as it had continuous false endings.

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The album Wilson was working on was the yet-to-be-titled Pet Sounds, but it was taking longer than the record label wanted. Capitol Records demanded more Beach Boys product, but Wilson was still chasing sounds in the studio. They reached a compromise by recording The Beach Boys’ Party. “Barbara Ann” reached No. 1 and bought Wilson more time to work on his masterpiece. Let’s take a look at the story behind “Caroline, No” by The Beach Boys.

Where did your long hair go?
Where is the girl I used to know?
How could you lose that happy glow?
Oh, Caroline, no

“A Dream Experience”

Wilson began writing with his cousin Mike Love, who sang lead on the band’s earliest huge hits. He then found success writing with Gary Usher on songs like “409” and “In My Room.” Wilson reached out to jingle writer Tony Asher for the next wave of songs. In the liner notes for the 1997 Pet Sounds Sessions box set, Asher said, “I’m just so grateful to have been involved in it. You know, you talk about a dream experience. But who would dream that suddenly, you would get a phone call from Brian Wilson? I had never dreamed that dream. But as you can imagine, it is one of the true highlights of my life.”

Who took that look away?
I remember how you used to say
You’d never change, but that’s not true
Oh, Caroline, you

“Carol, I Know”

Asher had dated a woman named Carol and originally conceived the song as “Carol, I Know.” Wilson heard the playback and envisioned “Caroline, No.” After a conversation with the lyricist, they changed the title, leading to much speculation about who the song was actually about. Wilson’s wife Marilyn shared her reaction in the same liner notes: “The thing about ‘Caroline, No’ is that I hadn’t heard too much of it until he brought it home and played it in our den. That was just a hard song for me. … It was one of the most beautiful songs I ever heard. He brings home the acetate, and he’s playing it and I wasn’t ready for how intense it was. Those are, in my opinion, intense lyrics from a romantic standpoint, which is the way I was thinking in those days. And then, I thought it was about me because I had cut my hair. I think I wrecked it, bleaching it or something. He always used to talk about how long hair keeps a girl feminine.”

Break my heart
I want to go and cry
It’s so sad to watch a sweet thing die
Oh, Caroline, why

“Crowning Achievement”

The recording does not contain any other Beach Boys vocals. Brian double-tracked his lead vocal, and another adjustment was made after it was recorded. Wilson shared the story in the Pet Sounds Sessions: “My dad said, he goes, ‘You know what, son? You ought to speed that up a whole note: it’ll sound better.’ So that’s what we did. So ‘Caroline, No’ as people hear it is actually not really the sound that we did when we recorded it.”

Capitol Records released it as a single under the name Brian Wilson. It was also included on Pet Sounds by The Beach Boys. Continued Wilson: “That’s my crowning achievement for a ballad, you know, the feminine side of me coming out once again. I enjoyed singing it, and I thought it was a very pretty melody and I thought that it had a little Glenn Miller kind of feeling with the horns toward the end, a little Glenn Miller kind of a sound. I thought it was very beautiful. … There’s songs about unhappy things and songs about happy things.”

Could I ever find in you again
Things that made me love you so much then?
Could we ever bring ’em back once they have gone
Oh, Caroline, no

Pet Sounds Legacy

Pet Sounds generated disappointing sales but went on to be considered one of the best albums of all time. Asher reflects in Pet Sounds Sessions: “I’m delighted that people respond the way they do to it. Of course, the pride is enormous. It’s interesting, I guess, because, at the time, I can remember thinking, ‘Gee, I wish it had been as successful commercially as some of the immediately previous Beach Boys albums had been!’ And yet, how interesting life is, because as it turns out, in the longer perspective, when it’s viewed after this period of time has gone by, I think it probably survives with a greater degree of regard.”

“The Horse is Tame”

As the album version of “Caroline, No” fades out, the sound of a train and barking dogs end the record. They took the train sound from the 1963 effects album Mister D’s Machine (“Train #58, the Owl at Edison, California”). The dogs, Banana and Louie, were Wilson’s and inspired the album’s title. At one point, Wilson wanted to bring a horse into the studio to photograph for the cover. During the recording of the dogs, Wilson asked studio engineer Chuck Britz, “Hey, Chuck, is it possible we can bring a horse in here without … if we don’t screw everything up?” and Britz said, “I beg your pardon?” before Wilson said, “Honest to God, now, the horse is tame and everything!”

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Photo by Michael Ochs Archives/Getty Images