In the late '70's, two friends, nicknamed Willie and Max, were planning a three-day ride from suburban Chicago around Lake Michigan. They searched in vain for luggage to fit their Triumph Bonnevilles. Harley Davidson had heavy leather bags for its motorcycles, but they were expensive and unsuitable for the Triumphs. The friends resigned themselves to tying clumsy duffel bags onto their seats (those were the days before bungee cords) and hoped that it wouldn't rain and drench their stuff. Then, Max had an idea. The contract sewing company he worked for had just received a sample of a new synthetic leather material called "naugahyde". He thought something could be made out of the stuff to fit the bikes. Willie, a talented artist, sketched a saddlebag design on a lunch napkin, and Max took it to work. Soon after, they had prototypes that suited their needs - strong, lightweight, waterproof, good looking luggage that would hold what they wanted and attached securely. At the first stop on their ride, they pulled into a diner as other motorcyclists were leaving. The bikers asked Willie and Max where they had gotten their neat bags. Max replied that he'd made them. One guy said he would like to buy bags like that, asked Max if he would make a set for him, and handed them his name and number. That same scene played out at stops along their route. By the time the guys got home they had 10 orders, and the seed of a business was sown.

From the start, the partners were sold on the synthetic leather material. Because of the irregular size and shape of natural hides, there is a lot of waste when cutting them up for patterns. That makes real leather twice as expensive as synthetic and prices many folks out of the market. Leather bags are heavier, require maintenance to keep them looking good, and aren't waterproof. They did ask the manufacturer of the synthetic leather to make some changes. They wanted the material thicker and therefore more rugged, and a UV coating was added so that sunlight wouldn't cause it to fade or deteriorate. They use the best quality roller pin buckles they can find, D-rings that wouldn't rust, and chrome studs and conchos for decoration. Later, they brought out more styles and sizes and developed adjustable yokes, which go over or under the seat, so the bags fit just about any motorcycle. Now, all Willie & Max bags, including touring trunks, tool pouches, and sissy bar bags are lined with corrugated plastic to maintain the bags' shape, even when empty. "It wasn't really necessary", says Max, "but we know how much our customers care about their bikes' looks."