At the end of 1969, Cliff Bennett had seemingly run out his string as a British Invasion-era star. Seeking a new sound and image, he hooked up with keyboard player/singer Ken Hensley, bassist John Glascock, and drummer Lee Kerslake, all of whom had previously played with a group called the Gods (who later became known for having Greg Lake, in his pre-King Crimson days, as a member). For unknown reasons, they christened themselves Toe Fat and managed to get signed to Parlophone and then to Regal Zonophone in England, with their albums appearing in America on the Rare Earth label. Their mix of blues and progressive rock wasn't the most commercial of sounds in any case, and the grotesque cover art on the group's two LPs seemed to repel potential purchasers. By 1970, Hensley had left to hook up with David Byron and Mick Box in what would become Uriah Heep, and Kerslake followed his lead out of Toe Fat. Brian Glascock came in on drums and Alan Kendall joined on guitar for one U.S. tour, but the group finally split up in 1972. Kerslake subsequently re-teamed with Hensley and joined Uriah Heep, while John Glascock later joined Jethro Tull and Alan Kendall joined the Bee Gees, initially as a session guitarist and later as a permanent bandmember, where he remained until the early '80s. Toe Fat's two LPs were reissued on a single CD in the mid-'90s by the Beat Goes On label.