Don't Tell a Soul is the sixth studio album by the American rock band the Replacements, released on February 1, 1989, by Sire Records.

[5] In September 2019, Rhino released Dead Man's Pop, a box set featuring a remixed and resequenced version of Don't Tell a Soul (said to be closer to the band's original intentions) assembled by the album's producer, Matt Wallace, along with rarities, demos, and other unreleased tracks.

Don't Tell a Soul received generally favorable reviews, with critics noting the music's more mature themes and increasing disillusionment, along with a more private outlook.

[14] Ira Robbins of Rolling Stone praised Westerberg's writing, stating that Don't Tell a Soul "is full of his sharp-tongued wordplay and idiosyncratic musical structures.

[15] The Smashing Pumpkins' James Iha named the song "Achin' to Be" to his "mixtape for dreamers," commenting, "This is great, because he's talking about a would-be artist who's trying to do bigger stuff.