Dutton, the son of a banking lawyer, was born in the Society Hill neighborhood of Philadelphia, and began playing guitar at age eight.

Dutton credits Bob Dylan and John Hammond Jr., as well as the then-contemporary "old school" hip-hop sounds of Run-DMC, the Beastie Boys, and Philadelphia's own Schoolly D, as influences.

Initially, Dutton had focused on recording songs including “Yeah, It's That Easy” and “This Ain't Living,” that combined street influences with classic blues instrumentation.

Early renditions were typically Dobro guitar over an early-1990s hip-hop beat, backed by synth bass and keys played by T-Time.

Dutton and Clemens began working as a duo, and were joined a few months later by bassist Jim "Jimi Jazz" Prescott.

In 1993, DeMille flew to New York to meet with a Los Angeles–based producer who had connections to Michael Jackson (arranged through a family friend).