Innuendo is the fourteenth studio album by the British rock band Queen, released on 4 February 1991 by Parlophone in the United Kingdom and was the band's first studio album to be released by Hollywood Records in the United States. Produced by David Richards and Queen, it was their last album to be released in lead singer Freddie Mercury's lifetime. The album reached the No. 1 spot on the UK Albums Chart for two weeks, and also peaked at No. 1 in Italy, the Netherlands, Germany, and Switzerland, staying at No. 1 for three weeks, four weeks, six weeks, and eight weeks, respectively. It was the first Queen album to go Gold in the US upon its release since The Works in 1984.

The album was recorded between March 1989 and November 1990. In the spring of 1987, Mercury had been diagnosed with AIDS, although he kept his illness a secret from the public and denied numerous media reports that he was seriously ill. The band and producers were aiming for a November or December release date in order to catch the crucial Christmas market, but Mercury's declining health meant that the release of the album did not take place until February 1991. Stylistically, Innuendo has been regarded as a return to Queen's mid-1970s bombastic period of exaggerated music and lavish production. Nine months after the album was released, on 24 November, Mercury died of AIDS-derived bronchopneumonia, a day after he publicly revealed his condition.

The album cover was designed by Queen and Richard Gray. The booklets and single covers from the album are inspired by illustrations by 19th century French artist Jean-Jacques Grandville. Innuendo was voted the 94th greatest album of all time in a national 2006 BBC poll.

Queen released their thirteenth album, The Miracle, in May 1989, but unlike their previous albums, they did not conduct a live tour. In an interview Freddie Mercury conducted with BBC Radio 1, he said that he wanted to break from the "album – tour – album – tour" routine. He had privately been diagnosed as HIV-positive in 1987, and at the time of the interview had been diagnosed with AIDS, which was not yet publicised; however, rumours had been spreading since 1988 about his health and of the possibility that he had the disease, with speculation fuelled by a clear physical decline in his appearance, particularly weight loss. While he kept quiet due to his preference not to talk to the media, the other band members denied the rumours; at one point, band member Roger Taylor told reporters that "he is healthy and working". In February 1990, Queen won the Brit Award for Outstanding Contribution to British Music. While Mercury accepted the award for the band at the Dominion Theatre, Brian May spoke for the band. Mercury's increasingly gaunt appearance at the ceremony sparked further speculation from the public about his health, which persisted throughout 1990. The 1990 BRIT Awards would be Mercury's final public appearance.

Mercury did not speak publicly about his health, saying that he did not want to sell his music out of people's sympathy for him. He was determined to continue working on music with Queen for as long as he could, saying that he would "keep working until I fucking drop". Mercury was persistently bothered by reporters at his London home, making it difficult for the band to record. As a result, the band relocated to Mountain Studios in Montreux, where the safer and more peaceful atmosphere allowed the band to concentrate. Early in Innuendo's recording, the band decided that all work would be again credited to Queen as a whole instead of to individual contributing members; May said that the decision made a significant impact in the recording process, while Taylor said that it helped eliminate much of the egotistical struggles that would normally cause bands to break up.

The album was released in the US under a new label, the Disney-owned Hollywood Records, in an effort to garner greater exposure there. Hollywood had also secured the rights to Queen's Elektra and Capitol back catalogues, and began reissuing albums early in 1991, marking Queen's 20th anniversary.

"Innuendo" began as a jam session in Switzerland amongst Brian May, Roger Taylor and John Deacon in spring 1989. Freddie Mercury was upstairs and heard them playing the beat, and turned it into a song, creating the melody and starting off the lyrics. From then on all four worked on polishing the track and Taylor took over the lyrics (which were written as a tribute to Led Zeppelin and their song "Kashmir"). The middle section, written by Mercury, was included later and it features a synth-orchestra programmed by producer David Richards and a flamenco interlude played by Yes guitarist Steve Howe, who had come to visit them and was asked to play. "Innuendo" was released as a single in January 1991, debuting at No. 1 in the UK.

"I'm Going Slightly Mad" was begun in Mercury's London house, after he had the idea of writing a song about madness, inspired by Noël Coward's camp one-liners. Most of the lyrics like "banana tree" or "one needle", came from both him and his friend Peter Straker, who stayed up all night in Mercury's kitchen, devising ever more outlandish lines. The music is Mercury's and is one of the earliest songs the band were working on in Montreux when Steve Howe came in. The video that accompanied the song saw Mercury dressed in a costume suit with wild hair, white gloves, long pointing shoes and extremely heavy make up, filmed in black and white. Whilst Queen fans were thoroughly amused by the band in the video, in the documentary, Champions of the World, Taylor confessed, from the band's perspective, the video was marred by Mercury's appearance having to be camouflaged by costume and make-up, as Taylor admitted Mercury looked "pretty ill, at that point."