Tony Williams formed Lifetime after leaving the Miles Davis Group in 1969, around the time 8408 was finished. The formative trio included guitarist John McLaughlin (who turned down Davis' offer to join his group since he felt he would more likely be able to play his own compositions with Williams) and Hammond organ innovator Larry Young. Ex-Cream bass player Jack Bruce joined just after the first album was recorded for live dates and the second album, after which McLaughlin left in order to pursue his own career and Bruce left for other projects including his own career. Larry Young remained for the third album (in 1971), which featured a much larger ensemble. For the fourth Lifetime album the personnel had changed completely as the direction shifted further toward something less radical.
The original formation recorded two albums (200423 and 114690) and a single called 2291254 - a McLaughlin composition that was also included to huge success in his second Mahavishnu Orchestra album. Lifetime's sound was on the very cutting edge of fusion for many listeners. Loads of distortion, unconventional lyrics and erratic drumming were the trademarks of this remarkable project.