As he prepared for his exit from The Monkees in 1970, Nesmith was approached by John Ware of The Corvettes, a band that featured Nesmith's friend John London, who played on some of the earliest pre-Monkees Nesmith 45s as well as numerous Monkees sessions, and had 45s produced by Nesmith for the Dot label in 1969. Ware wanted Nesmith to put together a band. Nesmith said he would be interested only if noted pedal steel player Orville "Red" Rhodes was part of the project; Nesmith's musical partnership with Rhodes continued until Rhodes's death in 1995.