several describe "I'll Cry Instead" as country, including Ian MacDonald, Jean-Michael Guesdon & Philippe Margotin, Alan W. Pollack, Tim Riley and William Ruhlmann. Jonathan Gould calls is "rockabilly-styled", and Stephen Thomas Erlewine describes it as "tough folk rock". Country music was popular in the Beatles' hometown of Liverpool throughout the 1950s and Lennon listened to the genre regularly before he experienced rock and roll. Doggett writes the song is the first among several by the Beatles from 1964 and 1965 that were overtly country and rockabilly influenced, as does critic Richie Unterberger, who compares the song to the Beatles' next studio album, Beatles for Sale, and McCartney's 1965 composition "I've Just Seen a Face". Doggett further comments that, even if it lacks the "pace or bite of Carl Perkins or Elvis Presley at their peak", the influence is heard in the lead guitar work of George Harrison, as well as Lennon's rhythm guitar playing and chord progressions. Production Recording The Beatles recorded "I'll Cry Instead" on 1 June 1964, during an afternoon session in which they also recorded covers of "Matchbox" and "Slow Down". Recording took place in EMI's Studio Two, with George Martin producing the session, assisted by balance engineer Norman Smith. Rather than recording the song straight through, the Beatles split it into two parts designated "Section A" and "Section B", something author John C. Winn suggests would allow for greater versatility in editing the track into the film. Six takes of "Section A" were recorded followed by two takes of "Section B", with the latter takes marked seven and eight. Both sections consist of four tracks, with electric guitar, bass and drums on the first track; Lennon's vocal on the second; his acoustic guitar on the third; and overdubs onto the fourth, including a tambourine from Ringo Starr and a second vocal from Lennon to double-track his original. On the third line of each verse ("show you what your lovin' man can do"), McCartney adds a bass break which Riley suggests anticipates those heard on the Beatles' 1966 songs "Rain" and "I'm Only Sleeping". Mixing On 4 June 1964, Martin and Smith mixed several songs, including "I'll Cry Instead". They mixed each section for mono, then edited takes six and eight together; take six consists of the first two verses, the bridge and the third verse, while take eight begins at 1:09, containing the fourth verse, a