the beginning stages of this new band proved to be, in the words of morgan delancey, "a time of trial and incubation." beauford would later recall that, "it started out as a three-piece thing with dave and leroi...working on some of dave's songs. he only had four songs at the time..and it didn't work out with the three of us." matthews said, "the first time we played together...we were awful. not just kind of bad, i mean heinously bad. we tried a couple of different songs and they were all terrible...sometimes it amazes me that we ever had a second rehearsal."