Multi-national Hard Rock outfit THE COTTON SOETERBOEK BAND, announced in early 2005 but formulated some two years earlier, included a veteran cast comprising AYREON, WICKED SENSATION, HIGHWAY CHILE, STAR ONE and VAN EE vocalist Robert Soeterboek, SOULS OF TEN guitarist Alan Cotton, LIZZY BORDEN, TERRIF, BRANOM and HALFORD credited bassist Mike Davis, Joost van den Broek from AFTER FOREVER and SUN CAGED on Keyboards with SAHARA, ROB ROCK and DRIVER man Reynold 'Butch' Carlson on drums. With AYREON, Soeterboek had featured on the albums 'The Final Experiment' in 1995, 'Actual Fantasy' and 'The Stranger From Within' in 1996, 'Flight Of The Migrator' and 'Ayreonauts Only' in 2000. The singer also made his mark on the STAR ONE albums 'Space Metal' and 'Live On Earth'. As an in demand sessioneer Alan Cotton's guitar licks would be prominent on advertising campaign music used by the likes of Budweiser, Honda, Mitsubushi, Miller Draft, Folgers Coffee, The Discovery Channel and even Kentucky Fried Chicken. Initial demos were tracked at Golden Bear Recorders in Colorado. Working with Mike Milchner at Piranha Studios in Los Angeles the formation cut tracks for a debut album in April.

In June 2006 the band parted ways with bassist Mike Davis and drummer Butch Carlson, drafting replacements Wim den Boer of ABYSS and Wilfried Broekman, from SUGARFISH andMY BROTHER JAKE, respectively.