In 1998, R.E.M. released Up, their eleventh album and first without drummer Bill Berry. The album had moderate commercial success, producing the singles "Daysleeper" and "At My Most Beautiful." Berry's absence made the recording process difficult, and the band nearly disbanded. Stipe later remarked that mixing Up "broke up the group." Manager Bertis Downs organized a week-long meeting in Idaho to help the band process Berry's departure and decide on their future, leading to a renewed commitment to continue together.

Up divided critics with its experimental sound. Though the band’s U.S. popularity had waned, the album sold better in Europe. Initially, R.E.M. chose not to tour, promoting the album instead through TV performances on Later... with Jools Holland, VH1 Storytellers, Sesame Street, and Party of Five. They later reversed this decision, launching a 45-show tour across Europe and the U.S. in February 1999. During this period, R.E.M. recorded Man on the Moon’s soundtrack, featuring "The Great Beyond," which became their highest-charting UK single. Ken Stringfellow and Joey Waronker joined as touring members, along with Scott McCaughey, who had played live with the band since the Monster tour. The tour ran from June to September 1999, including Glastonbury Festival, and helped strengthen the band's unity and desire to keep making music together.