The Mike Stuart Span evolved out of a Brighton-based group called the Mighty Atoms, which included vocalist Stuart Hobday and bassist Roger McCabe. By 1965, Hobday's early attempts at songwriting had secured a publishing contract with Lorna Music, and the Mike Stuart Span - a name created by reversing the singer's Christian names - was formed. In addition to Hobday and McCabe, the embryonic Span included Nigel Langham (guitar), Ashley Potter (organ) and a teenage drummer Gary 'Roscoe' Murphy.

A liaison with local promoter / manager Mike Clayton, resulted in the replacement of Potter with Jon Poulter, and the addition of a four piece horn section. For economy this was soon reduced to two (Gary Parsley on trumpet and Dave Plumb on saxophone) as the band concentrated their efforts on American-derived soul music. However, within a few months, guitarist Langham fell to his death after leaping through an upstairs window whilst under the effects of LSD. The band subsequently became a resolutely drug-free zone, despite the blandishments of the encroaching
psychedelic era.