Dave Henzerling (King Kobra, Keel, Big Cock, Lizzy Borden) met vocalist Scott Hammons in late 2008 while they were both playing shows with the band Icon. In early 2009, they got together to work on new material for an as-yet-unnamed project and the chemistry just clicked. Dave had already laid down basic tracks with Los Angeles drummer Ryan Hoyle (Collective Soul) and together with Scott on lead vocals, they completed a collection of eight songs by the end of the hot Arizona summer.