Lemonade and Brownies is the debut studio album by the American rock band Sugar Ray, released on April 4, 1995, by Atlantic Records. It was far less successful than the band's later releases on Atlantic. The debut album and the band's next album Floored also featured less of a pop-influenced sound than their later work.

When the band got signed to Atlantic Records they had only four to five songs, including "Caboose" and "Big Black Woman" (which were featured on Lemonade and Brownies) and two other songs called "Lick Me" and "Gold Digger". Prior to getting signed, they had primarily been a cover band, and were known as Shrinky Dinx. In 1993, Shrinky Dinx created their own video for "Caboose", with their director friend Joseph McGinty "McG" Nichol, who went on to become a director for Hollywood films such as Charlie's Angels. At this point, McG served as their de facto manager and he helped them sign with the new management company of Lee Heiman and Chip Quigley, who in turn helped negotiate the subsequent deal with Atlantic. Shrinky Dinx had signed a five-year exclusive artist management deal with Heiman and Quigley, and one of the clauses that they put in the contract was that they would get them a record contract within six months. Shortly after signing with Heiman and Quigley, the "Caboose" video found its way to Atlantic Records executive Doug Morris. Drummer Stan Frazier later recalled that "Doug Morris [from Atlantic] saw the live energy in the video and said, 'Sign that band, this is entertaining.'" They agreed to a two million dollar deal with Atlantic, with the deal being signed at a local pizza shop in Newport Beach. California. One of the reasons Morris wanted to sign Shrinky Dinx was since he saw star potential in singer Mark McGrath, who he referred to as "the kid" during a meeting with Heiman and Quigley. Morris was so impressed by the video that he signed the band without having even heard a demo tape of theirs. McGrath believes another reason they got signed was since major labels were more willing to take chances on bands at that time, following the success of Nirvana.

Once getting signed, they changed their name to Sugar Ray (after the boxer Sugar Ray Leonard), due to threats of legal action from the Milton Bradley Company, maker of the Shrinky Dinks toy. The band chose this name since they were fans of boxing and other sports. Heiman said that he had initially opposed the name Sugar Ray, since he was "afraid that everyone would just know the name from the boxer and it wouldn't work." Work on Lemonade and Brownies would begin in mid-1994, with McG serving as producer. DJ Lethal from rap group House of Pain served as a co-executive producer. Sugar Ray asked DJ Lethal to work on their album as they were a fan of the House of Pain song "Jump Around". DJ Homicide appears on a few of the album's tracks, and was credited as a guest musician, being excluded from a group shot of the band on the back of the album, which shows them riding a rollercoaster. He later became an official touring member of Sugar Ray. Prior to becoming involved with Sugar Ray, DJ Homicide had been working as a hip hop radio DJ in Los Angeles, and was briefly a member of rap group Tha Alkaholiks. In a July 1997 interview promoting their next album Floored, McGrath reflected that "Homicide came in toward the end of the last album and he's a clown like us. We grew up listening to Kiss and AC/DC and he's from a totally different background, so it's a great exchange." Guitarist Rodney Sheppard said in a June 1997 interview, "DJ Homicide, he's not really a killer. He's a nice guy. I call him Craig. We live together and it's unfit at the dinner table to go, 'Hey Homicide, pass the rolls'."

The album title originated after recording was finished, and was inspired by an ad in a pornographic magazine, which featured a near-naked woman and the slogan "try our lemonade and brownies". The band found the magazine after moving into a house in the Los Angeles suburb of Hancock Park, which they shared during the making of this album and Floored. There were numerous other pornographic magazines in the house, since the old tenant was a collector of them. The band liked "lemonade and brownies" as an album title since it differs from the more conventional term "milk and brownies", which they thought reflected how their music didn't conform to just a single genre. Some reviewers believed that the album's title was a reference to urine and feces. The title is reminiscent of Ween's Chocolate and Cheese, which was released in September 1994 while Lemonade and Brownies was being made, and whose title was similarly chosen to represent that band's contrasting musical styles. The artwork for the two albums also feature similar images of scantily clad women. In 2013, bassist Murphy Karges said that he was aware of Chocolate and Cheese when it came out in 1994, and was a fan of the artwork. Karges reflected, "we just figured that a potentially controversial cover might get more people to check us out."

Actress Nicole Eggert is featured on the cover of Lemonade and Brownies. On the photo, she is naked on a white fluffy rug, which resembles a cloud. She was then known for appearing on the television series Baywatch, and McGrath was dating her best friend. He said in October 1997 that the cover art helped the album gain more exposure, saying "I can't tell you how many program directors have told me they played our record because of that photo. They'd tell me that a typical CD that comes across their desk ends up in the trash, but our cover grabbed them and they put it on. And Nicole wouldn't even take a cent for it."

On the album's liner notes the band members are credited under pseudonyms rather than their real names. McGrath is credited as "Liar", Sheppard is credited as "Traitor", Frazier is credited as "Cheat" and Karges is credited as "Sellout".

Sugar Ray initially began as a hardcore punk band in 1986, but had gone through several style changes by the time they got signed to Atlantic Records, including at one point being a glam metal band. The Rolling Stone Encyclopedia of Rock & Roll (2001) states that on their first two albums, Sugar Ray were influenced by "a variety of sounds: Red Hot Chili Peppers-style punk-funk, reggae grooves, metal, hip hop, and a little bit of retro new wave." The songs on Lemonade and Brownies have been described as having elements of heavy metal, hardcore punk, funk, speed metal, blues rock, R&B, hip hop, acid jazz, arena rock, country, disco and sketch comedy. In 1999, Corey Moss of the Iowa State Daily compared their sound on this album to Faith No More. AllMusic labelled Lemonade and Brownies as being "sub-Chili Peppers shuck-and-jive."

In her 2000 Sugar Ray biography book, author Anna Louise Golden states that people at the time considered the band's sound to be "putting the funk into music that was perilously close to metal", adding that "at that time, more than anything, people considered them to be heavily under the influence of the Red Hot Chili Peppers." She also said that "the music was hard, but it was fun. There was none of that gloom, doom and angst that permeated so much of the alternative scene." Golden categorized the song "Big Black Woman" as being a cross between blues rock and speed metal. This song was originally titled "Big Butt Woman", and McGrath told his bandmates that it was based on his humorous experience of getting hit on by a black transvestite woman. The version on Lemonade and Brownies is faster and heavier than the early Shrinky Dinx version of the song, which had more of a standard punk sound. The song "Danzig Needs a Hug" references the punk/metal singer Glenn Danzig, who is known for his dark image. It features falsetto vocals from McGrath and backing vocals from Janine Harris, a member of R&B group Slapbak, who were signed to a Warner Music Group label like Sugar Ray. Golden describes the song as being "close to disco lite". When the song came out, an interviewer asked Glenn Danzig about the song, and all he said back to the interviewer was "Sugar Ray can suck my dick", with Murphy Karges saying this was the response they expected from him.