When musician Randy Castillo died from cancer in 2002, Slash, McKagan, and Sorum performed at a benefit concert to raise money[clarification and commemorate Castillo, with Josh Todd and Keith Nelson of Buckcherry as well as B-Real and Sen Dog of Cypress Hill. Recognizing that their musical relationship was still intact, the trio began rehearsing with Todd and Nelson, working on material that would become "Dirty Little Thing", but eventually decided against forming a group with them. During a Loaded show at West Hollywood's Viper Room, McKagan re-introduced Kushner to Slash, who were previously friends in junior high and high school. Kushner was invited to jam with the group and was soon invited to join with Slash, stating that "Dave brought a cool vibe to what [they] were doing. There was no deliberation; that was it, it was a perfect fit. " Their former Guns N' Roses band mate Izzy Stradlin also joined them for two weeks, eventually suggesting that "Duff and [Stradlin] will sing and [they] will just do a club tour in a van. " Slash states in his autobiography that it was hard to tell if Stradlin was serious or kidding. After auditioning Kelly Shaefer of Atheist and Neurotica, Stradlin left the group.