Will and Jerry bumped into each other by chance at The Palomino, a popular LA area music club, on a Tuesday night in April of 1990. Both had individually gone to check out the acts that were scheduled to play that night. At that time, The Palomino hosted a presentation called "The Barndance", in which local acts were invited to showcase a repertoire of five or six selections each in the American Roots genre. And the admission was free! So, that couldn't be missed. Having arrived at the door at the same time, Jerry and Will sat down at a table together to enjoy the show. During one of the changeovers, Jerry casually mentioned how cool it would be if they were to come together, backed by a rhythm section to play a short set with a slightly different approach to the norm. In contrast to the common procedure of battling it out like gunslingers, (in an effort to determine who can outplay the other!), they would actually work closely together, producing interesting arrangements, harmony parts, etc., in the manner of a good horn section. And with Will's wild-man slides and Jerry's crazy bends, they'd be presenting a new sound all their own!

Will loved the idea but quickly noted that, as with horn sections, at least one more player would complete the picture, so that three-part harmonies could be achieved. The obvious choice was John, as half a decade earlier, they had come together along with two others to record an instrumental that Will had written, arranged and produced for release at that time ("Hollywood Roundup" by The Superpickers!).

Less than a week later, when John was back from touring, Will enlisted him and he (John) then came up with the trio's bohemian moniker! Subsequently the trio got together to arrange the short set and then brought in the rhythm section for an afternoon's rehearsal.

Ronnie Mack, creator and presenter of "The Barndance", was then approached and the first available date was reserved, about six weeks later in June. In the meantime, every Tuesday leading up to the début show, Ronnie promoted the new union so effectively that the Palomino was packed solid! Multiple demands were soon made for a return performance!

Due to everyone's prior commitments, the next possibility was to reserve a date in December, when everyone would be back for the Holidays (all lived in the Hollywood area at that time). Again the club was packed and, due to strict fire regulations, people were actually being turned away! This led to the guys agreeing to yet another date, which ended up being in April of '91. In the audience that night was video pioneer, Michael Nesmith, previously of 'The Monkees' fame. A record deal was offered on the spot and that is how 'The Hellecasters' became a bona fide entity - despite the three guys' original plan to join forces only for that one Palomino spot in June of '90!