Billy Bob Thornton & the Boxmasters formed in 2007 in Bellflower, California, when actor and musician Thornton (credited as W.R. Thornton), collaborating with recording engineer J.D. Andrew on his solo album Beautiful Door, recruited guitarist Mike Butler to create a band. Thornton, born in Hot Springs, Arkansas, drew from his early experiences playing in cover bands and working as a roadie to develop the group's sound, inspired by 1960s rock including British Invasion pop reinterpreted in American styles, alongside influences like the Beatles, Byrds, and Big Star. Their self-titled debut, a two-disc set of covers and originals, was released in 2008, followed by albums such as Somewhere Down the Road (2015). The Boxmasters blend rock, pop, psychedelic, and blues elements, performing both originals and covers of artists like the Who, Rolling Stones, and ZZ Top. They have maintained a consistent touring schedule, with current members including J.D. Andrew on guitar and vocals, alongside Thornton on drums and vocals.