One of Rachmaninoff's most well-known piano solo works, it was composed in 1892. In that year, the 19-year-old Rachmaninoff, who graduated from the Moscow Conservatory with the highest honors, signed a contract with the publisher Gutheil and began composing piano pieces. After completing "Prelude: The Bells" in the autumn, he compiled it with four other pieces into Morceaux de fantaisie, Op. 3, and published it. This collection is filled with Chopinesque melancholy, and all pieces except the third are written in a minor key. Despite being titled "Prelude," "The Bells" is placed as the second piece. This is because the prelude genre, much like Brahms's "Intermezzo," had come to stand as a character piece in its own right. Rachmaninoff performed this work early in his career as a pianist and garnered significant acclaim, but at the time, copyright was not protected outside Russia, forcing him to exert effort to defend it.

Following powerful bass chords reminiscent of Chopin's Fantaisie-Impromptu (C-sharp minor), the main section imitates distant, reverberating carillons (bells) at ppp. The middle section is even more introspective, developing improvisatory passages while utilizing the bell motif. The returning bells are played sffff at their loudest, but gradually recede into the distance, fading into ppp.