It is the first release from the historic Pet Sounds sessions. Two months later, the Pet Sounds album would appear with ‘Caroline, No’ on it, but credited to just The Beach Boys.
‘Caroline, No’ was written by Brian Wilson and Tony Asher, and was recorded at Western Records in Hollywood, California with Wilson producing the session, and with the help of Chuck Britz as engineer. Though titled ‘Caroline, No’, it has been said by both Wilson and Asher that it was written about an old love of Asher’s though used the name of one of Wilson’s old crushes from high school, a girl named Carol. While singing the lyrics “Carol, I know” Wilson realized it sounded like “Caroline, No” and simply decided to sing and title it that way, and Asher agreed. Brian Wilson is the only Beach Boy to appear on the track.