Out of Time is the seventh studio album by American alternative rock band R.E.M., released on March 12, 1991, by Warner Bros. Records. With Out of Time, R.E.M.'s status grew from that of a cult band to a massive international act. The record topped the album sales charts in both the United States and the United Kingdom, spending 109 weeks on U.S. album charts and, with two separate spells at the top, and spending 183 weeks on the British charts, including one week at the top. The album has sold more than four and a half million copies in the United States and more than 18 million copies worldwide. Out of Time won three Grammy Awards in 1992: one as Best Alternative Music Album, and two for its first single, "Losing My Religion."

Alternative rock is a category of rock music that evolved from the independent music underground of the 1970s. Alternative rock acts achieved mainstream success in the 1990s with the likes of the grunge, shoegaze, and Britpop subgenres in the United States and United Kingdom, respectively. During this period, many record labels were looking for "alternatives", as many corporate rock, hard rock, and glam metal acts from the 1980s were beginning to grow stale throughout the music industry. The emergence of Generation X as a cultural force in the 1990s also contributed greatly to the rise of alternative rock.