In popular music, a fill is a short musical passage, riff, or rhythmic sound which helps to sustain the listener's attention during a break between the phrases of a melody. A fill may be played by rock or pop instruments such as the electric guitar or bass, organ, or drums, or by other instruments such as strings or horns. In blues or swing-style scat singing, a fill may even be sung.

In a hip-hop group, a fill may consist of rhythmic turntable scratching performed by a DJ. "Fills can vary as to style, length, and dynamics...[though] most fills are simple in structure and short in duration" Each type of popular music such as funk, country, and metal has characteristic fill passages, such as short scalar licks, runs, or riffs. Musicians are expected to be able to select and perform stylistically appropriate fills from a collection of stock fills and phrases.

"Although it is a small break in the pattern, the tempo is not changed at all, and in most instances the time-keeping pattern is resumed immediately after the fill...An important point to remember is that the flow of the music should not be sacrificed to the technicality of the fill." In some styles, such as jazz or jazz fusion, musicians have more freedom to improvise fill passages each time a piece or songs is performed. In other styles, such as bluegrass, performers are more likely to use standard "walkup" or "walkdown" scalar passages as fills in every song. Some groups use previously composed fills as part of the identity of a song.

The Eagles, for example, play the same fills each time they perform the same song.

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