The harmony vocal group the Modernaires originally formed in Buffalo, NY, in 1935 (all of its members were high school pals), and were best known for singing with orchestras. Starting off as a trio (including members Hal Dickinson, Chuck Goldstein, and Bill Conway), the group would often assume a different name during these engagements, going by the Don Juan-Two and Three when they performed with the Ted Fio Rito Orchestra and the Three Wizards of Ozzie during a stint with the Ozzie Nelson Band. Soon after, the Modernaires expanded to a quartet with the addition of member Ralph Brewster, as they joined Paul Whiteman's musical organization in 1937, leading to performances on his radio show.
The Modernaires received their big break two years later, when the one-and-only Glenn Miller asked them to record a sequel to his big hit "Make Believe Ballroom," titled "It's Make Believe Ballroom Time," as they began performing regularly around the world with the Miller Band. Further hits with Miller soon followed, including "Chattanooga Choo Choo," "Kalamazoo," "I Know Why," and "Juke Box Saturday Night," as the Modernaires welcomed another member, Paula Kelley, to their ranks (who was the wife of Dickinson). The Modernaires were handpicked by Frank Sinatra in 1950 to back him up, as the group continued to record and perform steadily until 1958. Many Modernaires compilations have been issued over the years, including 2001's The Very Best Of on the Collectables label.