Adam Levine was introduced to Ryan Dusick by a mutual friend and guitarist, Adam Salzman. Levine was 15 years old and Dusick was 16. Three of the five members of the band started playing together at age 12. The four original members of the band met while attending Brentwood School in Los Angeles. While attending Brentwood School, Adam Levine and Jesse Carmichael joined up with Mickey Madden and Ryan Dusick to form Kara's Flowers, a rock band.
The name was taken from a girl that went to their high school that the band had a "collective crush" on. While they were playing a beach party in Malibu, independent producer Tommy Allen heard them play and offered to manage them and record a complete record with his partner, songwriter John DeNicola, who is known for his work on Dirty Dancing (1987) – including "(I've Had) The Time of My Life".