\'Orange Alert\' was recorded in the Connecticut basement studio of rock-a-billy legend and sound engineer Johnny Memphis in two one-take sessions. Billy and John had previously recorded together as had Billy and Steve - but never the three. Their first musical meeting was at the Contemporary Art Center in New Orleans playing in a large free jazz arkestra. The three stayed and played in a hotel stairwell late into the evening. Their combined sound left an indelible mark. They swore to one-day re-unite and so they did... but it was some ten years later as \'Threat Level 3\'. Individually and alphabetically: Billy X. Curmano came to music through the back door using soundscapes in "live art" and is probably best known for edgy performances. His more eccentric pieces include a 3-day live burial, 2,000 plus mile Mississippi River Swim, 40-day Death Valley Desert Fast and a sojourn to the Arctic Circle on public transport. He's won awards for performance and film as well as a solo CD. Billy X. has toured every way imaginable including 6,200 miles and 15 cities in 45 days on a Greyhound Bus and intrigued audiences from the Dalai Lama\'s World Festival of Sacred Music in Los Angeles to New York City\'s famed Franklin Furnace. He\'s been a \'Pick of the Week\' in the \'L.A. Weekly\' and on the \'City Pages A List\'. Journalists have dubbed him the court jester of Southern Minnesota. He has been fortunate to study briefly with John Cage, Rachel Rosenthal, Babtundi Olatunji and Joseph Shabalala. - Short attention span? - Hyperactivity? In any event, he's featured here with spoken words, electric dulcimer, mbira, ocean harp, wooden drum and rhythm guitar. Johnny begged his parents to buy him his first guitar after hearing Booker T and the MG's "Green Onions". He began guitar lessons as an eleven year old with the television bandleader, Joe Shott of the Hot Shots and went on to study violin and voice. There were garage bands, high school dances, soul and swing bands in raucous frat houses and even commercials in CA. John Pendergast has toured from coast to coast with a long list of bands including Fly Agaric, the Juggernaut Jug Band, Nevard and the Barrelhouse Boys (the roots of Washboard Slim and the Bluelights") James Velvet, The Magnetics and Tune Chic. He's worked clubs from the Bottom Line and Lone Star in New York City to Milwaukee\'s Humpin\' Hannah's. Of course, there have been plenty of dives and roadhouses in between. His rockabilly and jug band roots became stage personas as Mr. Hollywood, Colonel Fingers, Johnny Burnout and Johnny Memphis. He\'s played with Bo Diddley, Vasar Clements and the Manhattan Transfer; drunk whiskey with Stefan Grappelli and chased women with Mose Allison. Steve Smith, by trade is a boat captain on the Mississippi but his passion has always been free jazz. Steve taught himself to play tenor saxophone with the help of public school band directors, and was playing professionally at age 15 in Minneapolis (where he grew up). His eventual exposure to the likes of Albert Ayler, Edgard Varese and Sun Ra set him on an inexorable path to explore the fractal and \'chaotic,\' aspects of music - culminating, by an improbable series of coincidences, in a very satisfying quarter-century collaboration with his good friend, Billy. Together, along with D.L. Hunt, they founded the experimental sound collective The New X Art Ensemble featuring the Amazing Tess Toster Tones sometimes identified as Winona, MN's most bothersome band. His sax and dijeridu anchor the horn section. Other projects have included jazz, blues and R & B bands and a CD with the End Time Quartet. Billy X. and Steve flew from Minneapolis to New York City under a Transportation Security Administration Orange Alert warning. The theme took hold as they noticed it was pretty much always Orange Alert. Such is life. John collected them at Café 9 and they became Threat Level 3.