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Setlist

Set 1
1. What Time Is It
2. Refridgerator Car
3. Sister Sysaphus
4. Cleopatra's Cat
5. Turn It Upside Down
6. How Could You Want Him
7. Shinbone Alley
8. Big Fat Funky Booty

Set 2
1. Jimmy Olsen's Blues
2. Freeway Of The Plains
3. Off My Line
4. Bags Of Dirt
5. 40 or 50
6. Two Princes
7. More Than She Knows
8. LMCBW
9. Yo Mama's A Pajama
10. Piece Of Glass
11. House

The history of the Spin Doctors can be traced back to the late 1980s in New York City, originally as a band called Trucking Company, which included Canadian guitarist Eric Schenkman, John Popper, and later Chris Barron, who was John Popper's Princeton, NJ high school friend. Popper left this side project to focus on his main gig with Blues Traveler full time. With a name change to Spin Doctors, as well as the addition of Aaron Comess and Mark White, the classic line-up was in place by the spring of 1989.

The Spin Doctors were signed to Epic Records/Sony Music by A&R executive Frankie LaRocka in 1991.[2] The band's Epic debut EP Up for Grabs...Live was recorded live at The Wetlands Preserve in Lower Manhattan, and released in January, 1991. (In November, 1992, these EP tracks were remixed and supplemented by additional live recordings to form the album Homebelly Groove...Live.) The Spin Doctors were known for their somewhat lengthy live shows, sometimes jamming even more than is evident on their live releases. They also often performed double-bill gigs opening for their friends Blues Traveler, with members of both bands all jamming together as the transition from the Spin Doctors set into the Blues Traveler set. The Spin Doctors have many songs from their early club days that were never officially released, but remain circulated via concert recordings.

The Spin Doctors' debut studio album, Pocket Full of Kryptonite was released in August, 1991. The band continued to play extensive live shows, gaining grassroots fans, as the album was mostly ignored commercially. In the summer of 1992, the band toured with the first ever line-up of the H.O.R.D.E. festival, sharing the stage with fellow jam bands like Widespread Panic, Blues Traveler and Phish. That summer, commercial popularity heated up, as radio and MTV began playing "Little Miss Can't Be Wrong" and "Two Princes" directed by filmmaker Rich Murray (who directed many of the bands videos). The album went Gold in September, 1992, and then received another boost in sales after the band's appearance on Saturday Night Live in October, 1992. Additional videos and singles followed for "What Time Is It," "How Could You Want Him (When You Know You Could Have Me?)," and "Jimmy Olsen's Blues." By June, 1993, the album went Triple Platinum. Ultimately it sold over five million copies in the U.S. and another five million overseas, and peaked at #3 on the Billboard Top 200 album chart.