In this population-based telephone survey, we evaluated the attitudes of 302 adults toward analgesic use and related side effects. Over half (68%) reported prior experience with 2 or more side effects. Vomiting (34%), confusion (32%), and nausea (17%) were ranked as the worst side effects. Exploratory cluster analysis grouped responses to 6 questions about willingness to use analgesics into two categories. Participants in Cluster I (n=106), "Conservatives," were less willing to take analgesics for pain as compared to those in Cluster II (n=153), "Liberals." Univariate analysis found Hispanics, women, those less affluent or educated, and those with prior side-effect experience were more likely to be Conservative. Experience with side effects (OR=1.3) and being female (OR=2.1) were the strongest predictors of conservative cluster membership. To achieve better pain outcomes, clinicians and patients must identify factors that contribute to conservative decision-making about analgesic use and side effect management.