Mojave 3's founding members are vocalist/guitarist Neil Halstead, bassist/vocalist Rachel Goswell, and drummer Ian McCutcheon, members of definitive shoegazers Slowdive. The band broke cover in 1995, when a six-track demo impressed 4AD sufficiently to offer them a deal.

After playing the band on their first tours of the US and Europe, Simon Rowe of Chapterhouse and organ/piano player Alan Forrester had joined the group full-time for the next record, essentially turning Mojave 3 into Mojave 5. Not only that, but the four men in the band also moved into a farmhouse in Cornwall, building a small studio in a cowshed where they demoed songs for what became Out of Tune. "It was a real communal experience living on this village farm with Ian, Alan, and Simon, and other friends," says Neil. "It was our own little Big Pink." "That was a real Band-y sort of atmosphere," agrees Ian, "very old school, with everyone learning their parts and playing at the same time. Our sound became bigger, more raucous and poppy, as a result." "I was living in London and coming down to stay for a few weeks at a time," says Rachel. "We were young and really having fun with it." The band decamped to Cava Studios in Glasgow to record Out of Tune, which turned into a long process of remixing, rerecording, and adding new elements like pedal steel and brass. While the procedure was labored, the highly polished result is a bright, largely upbeat record that showcases a new sophistication in Neil's lyrics while sounding much more like Neil Young, Bob Dylan, and Gram Parsons than anything resembling Slowdive.