In late 1984, the Stray Cats were coming off the rails. The band had seen massive success in the early 1980s (thanks largely to MTV) and had a good run of albums (produced by Dave Edmunds), and tours. But personal conflicts between Brian Setzer and the other two cats (Slim Jim Phantom and Lee Rocker) made it impossible for the band to carry on.
Not willing to throw in the towel when Setzer went solo, Phantom and Rocker instead recruited guitarist extraordinaire Earl Slick. Slick had spent several years working with David Bowie and had been one of the go-to session guys of the late '70s and early '80s (among those who hired him were John Lennon).
Phantom, Rocker & Slick, while having the potential to be a successor to the Stay Cats, came far short. They made two albums for EMI (the first of which included guest appearances from Keith Richards and the late Nicky Hopkins) and saw some radio success with a single from the debut LP called Men Without Shame, but the group never ignited commercially.
The group did a second album. Cover Girl, in 1986, but shortly after its release they dissolved. Slick returned to session work (and would eventually find his way back to David Bowie), and Phatom and Rocker would do various solo projects before reunited a few times with Setzer in the Stray Cats.