Vocalist Jimmy Valentine sang with local bands in his native Texas before being discovered by drummer Ray McKinley while the latter was on tour with Jimmy Dorsey in the late 1930s. Valentine was extremely popular with crowds in his home state, upstaging even Dorsey vocalist Bob Eberly.
After McKinley and trombonist Will Bradley formed an orchestra in 1939, McKinley offered Valentine a job in January 1940. Though the young tenor proved a capable balladeer for the band, he was extremely shy, often running off the stage when his number was over. Valentine had little opportunity to gain experience, however, as Bradley and McKinley soon hit upon their formula for success in playing boogie woogie rhythms, leaving the singer little to do. He remained with the band until January 1941.