Cloud Shepherd was formed in late 2008 as Free Rein by three gentlemen who had all met through the Bay Area experimental poetry scene. At a monthly art/poetry/music gathering called Second Mind a mutual friend suggested that the three should get together and play music to see what might transpire. The gentlemen were encouraged by the results and proceeded to form a trio to explore improvised music, but in a more "ambient" setting reflecting their combined interests in improv, drone-based music, and certain 20th Century classical and jazz composers. Upon consultation with the elements they were in communication with, Free Rein changed their moniker to Cloud Shepherd in order to more appropriately reflect their commitment to the pasturing of ever-changing, nonlinear cumulations of sound.