Baby cried the day the circus came to town
’cause she didn’t want parades just passin’ by her.
So she painted on a smile and took up with some clown,
While she danced without a net upon the wire.
I know a lot about her, cause you see,
Baby is an awful lot like me.

Don’t cry out loud.
Just keep it inside, and learn how to hide your feelings.
Fly high and proud,
And if you should fall, remember you almost had it all.

Baby saw that when they pulled that big top down,
They left behind her dreams among the litter.
The different kind of love she thought she’d found,
There was nothing left but sawdust and some glitter.
But baby can’t be broken ’cause you see,
She had the finest teacher — that was me.

I told her,
Don’t cry out loud.
Just keep it inside and learn how to hide your feelings.
Fly high and proud,
And if you should fall, remember you almost had it all.

Don’t cry out loud.
Just keep it inside and learn how to hide your feelings.
Fly high and proud,
And if you should fall, remember you almost had it all.

Lyrics by Peter Allen, Carole Bayer Sager

Copyright © Woolnough Music Inc., Irving Music Inc., Begonia Melodies Inc.

My take:

The big question I have about this song is whether the lyricists were being literal about a circus coming to town and “Baby” becoming involved with a real circus clown, or did they mean it to be one big metaphor?  If it’s the latter, it’s an extremely clever metaphor.

The singer seems to be giving advice to a younger friend or sibling (“Baby”), advising her to be strong and hide her true feelings.  The metaphor of referring to Baby’s romance as “dancing without a net upon the wire” is excellent.  The message, of course, is that it’s dangerous to show your love too much, because you might fall — and when you fall, there’s no safety net.

But even when the love you thought you had is reduced to “sawdust and glitter,” the important thing is to be tough — don’t cry out loud, keep it all inside, and hide your true feelings.

Though this mythical woman defiantly says that Baby can’t be broken, I find the part about “remember you almost had it all” to be a bit masochistic.  The best way to not be broken is to forget about your failed romance, not remember how close you came to “having it all.”

A bit confusing, but I don’t know what was inside the heads of the lyricists, Peter Allen and Carole Bayer Sager.  Supposedly, Allen had his younger sister in mind when he wrote “Don’t Cry Out Loud,” but who knows?

I prefer Melissa Manchester’s shortened version of the song, because she’s a bit dull in the longer version.  Her producer must have told her to liven things up, because in the (apparently) later, shortened version of the song, she’s much more passionate.

Passionate version:

Dull version: