by William Ruhlmann"Big Girls Don't Cry" had already appeared on the Four Seasons' previous Sherry album, but when it became their second number one hit, they didn't hesitate to build a new album around it. As with Sherry, Big Girls Don't Cry and Twelve Others is filled out largely with cover songs, including a version of the Rays' and the Diamonds' 1957 hit "Silhouettes" (co-written by the Four Seasons producer Bob Crewe), Frankie Lymon & the Teenagers' "Why Do Fools Fall in Love," and the Skyliners' "Since I Don't Have You." Those songs looked back at the Four Seasons' antecedents, but songs like "My Sugar" and their next number one, "Walk Like a Man," written by Crewe and Bob Gaudio, looked forward. (After the Four Seasons left Vee Jay Records, the label would release their covers of the Shepherd Sisters' "Alone (Why Must I Be Alone)" and the McGuire Sisters' "Sincerely" from this album as singles and score chart hits with them in 1964.)