Southern Pacific formed in 1983 around vocalist Tim Goodman, guitarist John McFee, drummer Keith Knudsen, bassist Jerry Scheff, and keyboardist Glenn D. Hardin. Both McFee and Knudsen were ex-Doobie Brothers; this rock & roll background would continue to tarnish for some the band's country-rock sound. Despite the adversity, Southern Pacific secured a deal with Warner, who issued its self-titled debut in 1985. A mixed bag, the album featured Tom Petty-penned rock songs alongside more countrified material from songwriters like Rodney Crowell. Former CCR bassist Stu Cook replaced Scheff after the first record; Kurt Howell, who had played with Crystal Gayle, took Hardin's place behind the keyboard. The refurbished Southern Pacific lineup issued Killbilly Hill in 1986, and the album's cover of Bruce Springsteen's "Pink Cadillac" was a minor hit. Goodman departed then, to be replaced by vocalist David Jenkins. He was onboard for 1988's Zuma, which included Southern's biggest hit, "New Shade of Blue," but left soon after, leaving only McFee, Knudsen, Cook, and Howell. The quartet issued County Line in 1989, but it was Southern Pacific's last gasp. Warner released a final greatest-hits collection in 1991. McFee and Knudsen returned to the Doobies; Cook toured with Doug Clifford as Cosmo's Factory; and Howell formed a group called Burnin' Daylight.