Don't Cry is a hard rock power ballad written by Axl Rose and Izzy Stradlin in March 1985, shortly after Guns N' Roses formed in Los Angeles. The song's origin is rooted in a specific personal moment: Rose described sitting outside the Roxy theatre, upset over a woman Stradlin had dated, who told him not to cry as she ended things. Rose and Stradlin wrote the song the following night in approximately five minutes. Despite being among the band's earliest material and performed live as early as 1985, the composition was held back from the Appetite for Destruction sessions in 1986 due to dissatisfaction with early takes, though a demo from those sessions was later released as a single B-side. The song ultimately appeared in two versions on the 1991 Use Your Illusion albums: an original lyrics version on Use Your Illusion I with a more hopeful tone, and an alternate lyrics version on Use Your Illusion II featuring darker thematic content and co-lead vocals from Shannon Hoon of Blind Melon. Both versions share the same underlying harmony and arrangement but differ in their vocal melodies and lyrical perspective. The composition is often grouped with November Rain and Estranged as an informal trilogy of epic ballads partly inspired by a short story, representing Guns N' Roses' capacity for introspective, emotionally layered songwriting alongside their more aggressive material. Don't Cry reached number ten on the Billboard Hot 100 and remains one of the band's most recognized songs.
