The band was born in New York City after Mike Ski just disbanded his former band, Brother's Keeper. He met two guys in New York (and then became guitarist and bassist) and started looking for a drummer. Former band-mate of Ski from Brother's Keeper, Bob Williams, decided to come in on drums. Nina Aron came into their studio to hang out while they were writing early material. She played a few songs with them on her keyboard and later became a permanent part of the band.