In September 1991, Guns N’ Roses released one of their most emotional songs —and they did it twice. “Don’t Cry” appeared in two distinct versions on separate albums, Use Your Illusion I and Use Your Illusion II, that dropped on the same day.
More than three decades later, the song remains one of the defining power ballads of the early 1990s.
Written by Axl Rose and Izzy Stradlin, “Don’t Cry” begins with a soft acoustic arrangement before building into an anthemic ballad featuring layered guitar arrangements and emotionally charged vocals. Blind Melon vocalist Shannon Hoon appears as a co-lead singer alongside Rose.
The version released on Use Your Illusion II features alternate lyrics while retaining the same melody.
The song is about the pain of a breakup, and it deserved two versions. Both Rose and Stradlin had dated the girl who inspired the song.
In a video interview, Rose revealed that “Don’t Cry” was really the first song ever written for Guns N’ Roses in the mid-1980s.
“Izzy and I wrote a song… It was a girl that Izzy and I went out with,” he shared. “You know, she’s tattooed on my arm. And I was really attracted to her, and they split up – and we wrote that song …We knew we had something.”
Rose added that he was “really in love with this person, and she was realizing this wasn’t going to work, she wanted to do other things.”
“And she was telling me goodbye and I, like, sat down and just started crying a little bit, and she was telling me ‘Don’t cry,’” he recalled. “The next night we got together, and we wrote the song in five minutes. You know, [Izzy] had been through some things with her and stuff, so we had another form of common ground.”
“Don’t Cry” was the first song that Guns N’ Rose guitar player Slash was introduced to as the band formed.
“When I first hooked up back together with Axl and Izzy and all that, that was the song that Izzy and Axl were working on at the time,” he said in an interview. “So that was my first having to deal with another guitar player, you know, it was on ‘Don't Cry’ and going to Izzy's house and like hanging out with him and trying to build up some sort of a chemistry. So that song is actually pretty classic in my mind as far as the history of the band is concerned.”
When “Don’t Cry” was recorded for the Use Your Illusion album, Rose wanted to include the moodier “alternate lyrics” version, which was recorded in an impromptu studio session, on the second volume.
“I prefer the new version because the original is kind of like a nostalgia piece for me,” Rose later admitted, per Rolling Stone.
By that time, the band was also big enough to feature a big-budget, dramatic music video, but Stradlin wasn’t in it. (A “Where’s Izzy?” sign was.)
"I didn't feel my opinions were really being taken seriously anymore," Stradlin told Rolling Stone of his decision to skip the expensive music video shoot. "I didn't have any say in it, and I didn't want to be in it."By November 1991, Stradlin had left the band just as “Don’t Cry” became a Top 10 hit on the Billboard Hot 100.
Thirty-five years later, “Don’t Cry” remains an iconic chapter in Guns N’ Roses history—a timeless power ballad that features raw emotion and epic rock melodies, times two.
Related: 1984 Power Ballad, Hidden in a Closet for 10 Years, Became a Timeless Rock Classic
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