After the demise of their band The Gift Horses, bassist Martin Blunt, vocalist and guitarist Baz Ketley, and drummer Jon Brookes regrouped and held a jam session, marking the formation of The Charlatans in 1988. They engaged several keyboardists before finding one who fit the sound they were aiming for. This new keyboardist, however, died after four-to-five rehearsals. Blunt then engaged Rob Collins, who had played in a band with Brookes when they were teenagers. The band recorded two sets of demo recordings and began looking for a manager. Steve Harrison, owner of a record shop called Omega Music, had been interested in managing bands. Blunt, who he knew from his time in Makin' Time, contacted Harrison to see his band perform. After the set, Harrison was impressed and agreed to manage the band. The Charlatans' first attention from national music publications came in August 1988 when they supported Broken English at Walsall Overstrand; the Charlatans' set received a lukewarm reception.
Harrison took his friend Tim Burgess of The Electric Crayons to see the Charlatans; Burgess enjoyed the performance but thought they could sound better with a different singer. The Electric Crayons supported the Charlatans for one show in September 1988. Collins had tried to convince Blunt to draft Burgess into the band; Blunt instead invited him to do backing vocals for their set. The Charlatans supported various American bands and later the Stone Roses at several shows as that act were rising in popularity. Brookes said the band were impressed with the confidence the Stone Roses' frontman Ian Brown had, wishing they had a vocalist like him. Ketley left the Charlatans after his girlfriend left him, though Harrison said the decision came from Ketley, who felt the band were heading nowhere.
Blunt had earlier asked guitarist John Baker of Liquid Egg Box, who had booked the Charlatans at Walsall Overstrand, to practice with them but Baker had declined. When Blunt asked Baker again in July 1989, Baker suggested another guitarist, who appeared for a few rehearsals and left thereafter; Baker joined The Charlatans shortly afterwards. The band auditioned a number of other people before considering Burgess, whose band had now broken up. Then Burgess became the band's new vocalist by August 1989. Burgess and Baker did not like the material the band had accumulated up to that point; Burgess found no emotional connection to the lyrics and Baker being unable to play the guitar parts.
The Charlatans' debut single "Indian Rope", was released in January 1990. It peaked at number one on the UK Independent Singles Chart; the band sold all of the copies they had within a week, prompting Harrison to put his house up for payment so he could press more copies. While touring, the band discussed what to release as their next single; the band chose "Polar Bear" but Martin thought "The Only One I Know" was superior, as did other people, and told the band. Following a performance in London, the Charlatans met with representatives of Beggars Banquet Records, with whom they signed a six-album deal.
Shortly after signing their contract, the Charlatans were also considering "Flowers" for their second single. When the band went to record "Polar Bear", a friend said they were recording the wrong song, alluding to "The Only One I Know". In the studio, the band found a fax from Beggars Banquet's A&R man Roger Trust asking them to record "The Only One I Know". The song and its later-accompanying B-sides were recorded in one week in March 1990 at Strawberry Studios, Stockport.
The remainder of Some Friendly was recorded in three sessions in five weeks in mid-1990 between live performances. These sessions were held—again with Nagle producing—at The Windings near Wrexham. Recording concluded with some B-sides in August 1990 at Strawberry Studios, where Nagle would mix the album.
Some Friendly has been classified as acid-pop, baggy and dance-pop; Burgess said the Beatles' psychedelic period had a major influence on the album, some Pink Floyd on these songs "109 Pt.2" and "Polar Bear". He also said the "slow, building groves" of "Believe You Me", "Flower" and "Sproston Green", all of which "overflow with creamy Hammond organ, psychedelic guitar effects, aggressive bass, and winsome vocals, owe as much to 'Echoes' as to any other influence". The record was stamped with Collins' brooding complex personality and just beyond the record's poppy vibe you can hear the great crashing keyboard played with an intense passion by a young man working out his inner turmoil through rock & roll".
"The Only One I Know" began as an instrumental; Burgess said he was buying cigarettes when he thought of the melody that became the song. He rushed home to get his dictaphone before he forgot it. The lyrics discuss teenage emotions. Burgess said the song has an abnormal structure and that he was unsure which part is the chorus section. The title of "Opportunity", which was originally"Love Senses Chaos", was taken from "Opportunities (Let's Make Lots of Money)" (1986) by Pet Shop Boys. "Opportunity"'sfirst half was inspired by Burgess's experience in London following a band rehearsal. He was travelling on the London Underground and found himself walking amidst the poll tax riots. He observed broken windows, mounted police and looting and became "overawed by the violence". "Then", Burgess said Collins' strength on an organ was equivalent to guitar solos by John Squire of the Stone Roses. Burgess said the song discusses his friends settling down while he wanted to find meaning in his life. "Polar Bear" was initially titled "Looking for the Orange One", a line from the song. Burgess realised that "oblique lyrics—which might seem incongruous—can end up being quite memorable". "Believe You Me", which was originally called "Who Killed Your Lover", is about being a Gemini. In "Flower", which has a Pixies-esque bass part, Burgess wishes death upon a person from his youth. "Sonic" was wrote while Burgess working in an office at the Runcorn branch of Imperial Chemical Industries (ICI). Part of the lyrics discuss Burgess wanting to live in a painting while another part talks about a girl who disappears after consuming drugs. The closing song, "Sproston Green", is a jam centred around Collins' keyboard work. The name is borrowed from a lane in Sproston, Cheshire.
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