The group first came together in the Minneapolis area in 1989 as a country-rock reaction to the punk and hardcore music that dominated the Twin Cities' musical scene at the time; eventually Golden Smog became something of a fixture at local clubs, where they would play a handful of shows annually. Golden Smog's lineup has often changed, though Run Westy Run guitarist Kraig Johnson as well as guitarists Dan Murphy (Soul Asylum) and Gary Louris (the Jayhawks) are relative constants.
The definitive beginning of Golden Smog is hard to pinpoint given the mercurial nature of the band's lineup. Some point back to a show in January of 1987 when a band billed as 'The Take It To The Limit Band' played an all Eagles cover show at the Uptown Bar in Minneapolis. This band consisted of Dan Murphy and Dave Pirner (both of Soul Asylum), Jim Boquist (later of Son Volt), and Martin Zellar (Gear Daddies). The show ended with a cover of then Bangles hit song Walk Like An Egyptian. This same band later played a Rolling Stones themed show in 1989 under the name Her Satanic Majesty's Paycheck.