Founded by Smooth Cruise Producer, Rich Engel, as a result of a booking cancellation in 1987. The original members were Noel Pointer, Larry Coryell, Ray Barretto, Roy Ayers, Herbie Mann, John Lee, and Gerry Brown. The band performed on the two hour N.Y. cruise for the next four years. Although they began recording, they never completed, or released an album. Rich Engel re-formed the band in 1993, which featured Chuck Loeb, Dave Samuels, George Jinda, Marion Meadows, John Lee, and Lionel Cordew. Three albums resulted from this project.