Just as the young British men in The Rolling Stones were enamored with the electric blues music that came out of Chicago in the '50s and early '60s, so were the young American men who lived in the heart of it. Bassist Jerome Arnold and drummer Sam Lay were hired from Howlin' Wolf's backing band, and lead guitarist Mike Bloomfield had been plucked from a crosstown rival by producer Paul Rothchild; together they formed 1965's most imposing modern blues band behind singer and harmonica player Paul Butterfield. Rothchild's discerning ear forced the band to record the material several times before an acceptable debut album could be issued. The songs are played loud and proud, to the point of near-anarchy at times. Several Bloomfield originals are thrown in, but the main draw is the band's interpretive ability. The group breathes fire into Elmore James' "Shake Your Moneymaker" and Junior Parker's "Mystery Train" and does two Little Walter cuts—"Blues with a Feeling" and "Last Night"—mighty proud.