Formed in Baltimore in 1994 by singer Lisa Matthews and guitar player Mikel Gehl, Love Riot came to epitomize the sweet and sophisticated pop sounds emanating from countless mix format radio stations in the 1990s. The two had worked together in various bands for at least ten years. And while the band persistently flirted with success in that very genre through well-placed television exposure and constant performances, it must have been all the more frustrating when they went on an indefinite sabbatical in 1999. In 1996, the band released Maybe She Will on the small, California-based Squirrel Boy Records. A skillful blending of lightweight acoustic instrumentation and unabashedly radio-friendly pop, the record achieved respectable regional attention from slightly adventurous adult contemporary listeners.
An EP, Killing Time, was released a year later to capitalize on the band's performance on the television series Providence and the Baltimore-lensed Homicide: Life on the Street. They played the title song as subway buskers in one episode, giving them brief national attention. Royalty payments helped the band fund Heaven Can Wait, released in early 1999 and paid for out of their own pocket. Later that same year, Matthews became pregnant with her first child. After a few months of playing well-attended smoke-free shows, the band called it quits.