"Don't Tell Me" is the first single of Avril Lavigne's second studio album, Under My Skin, in 2004. The song was written by Avril Lavigne with instruments by Evan Taubenfeld, who featured in the music video for this song, and was produced by Butch Walker. The b-side,"Take Me Away", also made it onto the album as the opener. The song starts with an acoustic pop rock intro, and then gets an alternative rock sound in the chorus.