The two met in the mid-'90s when Levy, still a teenager, was playing with a band that needed a new singer, and the vocalist they recruited brought McGee along to play second guitar. Levy and McGee discovered they shared an enthusiasm for Jimi Hendrix, acoustic blues, and marijuana, and while Levy's band proved short-lived, he and McGee became fast friends. Levy and McGee ran with a hard-partying crowd where alcoholism and serious drug abuse became common, and after a few of their friends succumbed to their habits, Levy retreated first to college, then to marriage, parenthood, and a nine-to-five job, playing in bands with friends as a hobby.

McGee, meanwhile, had moved to Brooklyn, and after several years away from music he began writing songs and playing with a band called the DC Snipers; he had stayed in touch with Levy, who occasionally sat in on DC Snipers gigs. When McGee began writing songs for a new project, he named the new group the Spider Bags (after a slang name for heroin), and made plans to record an album with a handful of musicians he knew from New Jersey and North Carolina, where he'd fallen in with the Chapel Hill music scene. Levy was invited to join the sessions, which took place over the course of two days in Chapel Hill, and the first album from the Spider Bags, A Celebration of Hunger, appeared in 2007. McGee soon settled in the Triangle area, with Levy to follow.

The second Spider Bags album, Goodbye Cruel World, Hello Crueler World, was released in 2009, with McGee writing the songs, he and Levy anchoring the band, and a variety of guest musicians filling out the lineup. Rock Forbes became the Spider Bags' steady drummer during the touring that followed the second album's release, and McGee, Levy, and Forbes were the core band for the third Spider Bags album, Shake My Head, which also featured guest appearances from Jack Oblivian, John Wesley Coleman, and multi-instrumentalist Steve Oliva. Shortly after the release of Shake My Head in 2012, McGee announced that Levy had moved back to New Jersey, and that for touring in support of the new album, the Spider Bags would be himself on guitar and vocals, Oliva on bass, and Forbes on drums. The McGee/Oliva/Forbes trio returned to the studio with producer Wesley Wolfe in 2014 for the fourth Spider Bags album, Frozen Letter. ~ Mark Deming