Don't Cry - Song

Song

The song features Shannon Hoon of Blind Melon on backing vocals. Shannon grew up in the small town of Dayton, Indiana, which neighbors Axl Rose's hometown of Lafayette, Indiana. The two became friends when they subsequently met in Los Angeles and discovered they were from the same state. He also appears in the video for the song. It was originally intended to be the first commercial single release before the Illusions were released in 1991, but "You Could Be Mine" was chosen instead to coincide with the release of the movie Terminator 2.

"Don't Cry" forms a segment of the Illusions Trilogy, according to singer Axl Rose. Along with "Estranged" and "November Rain," it forms a narrative inspired in part by the short story "Without You" by Del James.

During the interviews for their Making F@#$ing Videos edition for "Don't Cry", Rose stated that the song is about a woman leaving a man. The song was written about a girl that Izzy used to go out with, and Axl was attracted to. Here are some quotes from Axl about the incident: "It was a girl that Izzy had gone out with, and I was really attracted to her, and they split up, and we wrote the song", "I was sitting outside the Roxy, and you know, I was like really in love with this person, and she was realising this wasn't going to work, she was doing her things, she was telling me goodbye, and I like sat down, and just started crying, and she was telling me 'don't cry'. Next night we got together and wrote the song in 5 minutes. He'd been through some things with her, himself".

The song peaked at #10 on the Billboard Hot 100, becoming the band's fifth Top 10 hit there.