Sounding like a younger Fountains of Wayne and looking like a '60s mod band reincarnated for the new millennium, power pop quintet the Click Five formed in Boston in mid-2003. Lead guitarist Joe Guese, bassist Ethan Mentzer, and keyboardist Ben Romans were students at the Berklee School of Music when they captured the attention of Svengali manager Wayne Sharp, a longtime jazz promoter whose first attempt at creating a pinup-ready pop combo (Candy, featuring future Guns N' Roses guitarist Gilby Clarke) ended in commercial disaster when the group's hotly tipped 1985 debut, Whatever Happened to Fun, flopped at retail. After signing Guese, Mentzer, and Romans to his roster, Sharp added another Berklee student, drummer Joey Zehr, who recommended childhood friend Eric Dill to fill the band's frontman slot. After receiving their matching, mod-influenced suits and salon-styled haircuts, the Click Five began honing their chops on the Boston nightclub circuit, and in the spring of 2004 cut their first two-song demo session. A four-song tape quickly followed, and within a month the group signed to Lava Records.