"Caroline, No" is a song written by Brian Wilson and Tony Asher. It marked Wilson's solo debut when released as a single in March 1966, peaking at number 32 on the Billboard Hot 100. Two months later, Wilson's recording reappeared as the final track on the Beach Boys' studio album Pet Sounds.

Wilson compared the song to the music of Glenn Miller and the song "Hey Girl" (1963) as recorded by Freddie Scott, claiming that "Caroline, No" wasn't written about anyone in specific. On another occasion, he credited the song's inspiration to an unrequited love interest from high school who happened to be named Carol. Asher had also been acquainted with a different girl named Carol; they had recently broken up when the song was written. After Wilson produced his recording, he sped it up by one semi-tone to make his voice sound younger. When the song reappeared on Pet Sounds, he added recordings of his two dogs barking and a passing train, which close the LP.

It was ranked number 214 in Rolling Stone magazine's list of "The 500 Greatest Songs of All Time".

The song was written by Brian Wilson and Tony Asher, with the latter handling the majority of its lyrics. It was written in the key of C major before being transposed up one semitone into D-flat major. While it is commonly understood that Wilson composed the majority of the music on Pet Sounds, it has been claimed in Steven Gaines' book Heroes and Villains that "Caroline, No" was one of three songs in which Asher contributed musical ideas rather than acting solely as a co-lyricist; the other two being "That's Not Me" and "I Just Wasn't Made for These Times".

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