Rusty Keith bass and vocals: You can't build great Rock n Roll without a tight rhythm section and Rusty is one-half of the steadiest rockin-est rhythm section in town. Rusty has played for Austin bands X-Spand-X , Ty Gavin and The Celebrities and Duke Jupiter and has appeared on stage with Stevie Ray Vaughan and Bobby Keys. David Moerbe drums and vocals: The Second Hardest-Working Man In Show Business! "Sugar Dave" was a founding member of Denim , The Austin All-Stars , and Duck Soup , and has backed countless others. Dave carries most of the lead vocal duties while maintaining that solid beat... truly, an Austin legend.

Al York organ, piano, synthesizer and vocals, Al is a well traveled long time Austin musician. He has been a member of some of Austin's best including W.C. Clark's Blues Review , The UraniumSavages , and his own rockin' Subterraneans . Al has played internationally with some of the worlds' finest players. .