Pills 'n' Thrills and Bellyaches is the third studio album by the English rock band Happy Mondays, released on 5 November 1990 by Factory Records. Disc jockey (DJ) Paul Oakenfold and collaborator Steve Osborne were previously enlisted by the band for remixes. The success of these led to the pair producing "Step On", a cover of the John Kongos song, for Happy Mondays. The band went on a tour of the United States, and by the end of which, had started recording their next album with Oakenfold and Osborne at Capitol Studios in Los Angeles, California. They returned to the United Kingdom, where further recording took place at Eden Studios in London until September 1990. Described as a Madchester album, Pills 'n' Thrills and Bellyaches saw substantial input from Oakenfold and Osborne, with the former making loops while the latter handled song arrangements.

Happy Mondays are an English rock band formed in Salford in 1980. The original line-up was Shaun Ryder (vocals), his brother Paul Ryder (bass), Gary Whelan (drums), Paul Davis (keyboard), and Mark Day (guitar). Mark "Bez" Berry later joined the band onstage as a dancer/percussionist. Rowetta joined as a second vocalist in 1990. They were initially signed to Tony Wilson's Factory Records label.