The Merry-Go-Round were formed in Los Angeles during the summer of 1966 when Palace Guard drummer Emitt Rhodes left that band and began rehearsing in the Rhodes family garage with his high-school buddy Gary Kato. After a couple weeks with friends Mike Rice and Doug Harwood on bass and drums, respectively, the duo hooked up with a couple of L.A. movers: bassist Bill Rinehart had played in the Leaves and drummer Joel Larson with the Grass Roots, and both had been in the short-lived Gene Clark Group in 1966 and later played on Clark's classic 1967 album, Gene Clark with the Gosdin Brothers. Rhodes, Kato, Rinehart, and Larson recorded demos that attracted label attention and led to a deal with A&M. "Live" was released as a single in early 1967 and quickly became a huge hit in L.A., and eventually reached number 63 in the Billboard singles chart. The B-side, "Time Will Show the Wiser," became somewhat well known too, as Fairport Convention cut a version on their 1968 debut album.