Limited edition Clear Vinyl LP
Don't Tell a Soul was the first Replacements album featuring Bob "Slim" Dunlap, who replaced founding guitarist Bob Stinson in early 1987. The album was recorded at Cherokee Studios in Los Angeles and produced by Matt Wallace and the band. It was mixed by Chris Lord-Alge, who decided to give the record "a three-dimensional, radio-ready sound". However, singer and guitarist Paul Westerberg was not satisfied with the new direction, commenting: "I thought the little things I'd cut in my basement were closer to what I wanted.
Don't Tell a Soul was released on February 1, 1989 by Sire Records. The song "I'll Be You" was released as a single. This proved to be the band's only appearance on the Billboard Hot 100: the song peaked at #51 on the May 13, 1989 chart, just ahead of "I Won't Back Down" by Tom Petty.
In 2008, the album was remastered and reissued by Rhino Entertainment with 7 additional tracks. In September 2019, Rhino released Dead Man's Pop, a box set featuring the original mix of Don't Tell a Soul by the album's producer, Matt Wallace, rarities, unreleased tracks and a 1989 live concert.