The gang's ringleader, originally known as Richard Hill, had been transported from London to Melbourne for theft at the age of 16, arriving in 1847. After his release he resumed a life of crime and served several prison terms. By October 1861 he was calling himself Burgess, the name of a New South Wales runholder he had attempted to steal from. In January 1862 he left Australia for the Otago goldfields, where he again turned to crime, teaming up with Thomas Noon, an acquaintance from his prison days in Australia. Their specialty was attacking and robbing lone prospectors.
The Garrett gang, under the leadership of Henry Garrett, robbed fifteen men in succession at the foot of the Maungatua range, on the track between Gabriel's Gully and Dunedin in October 1861. None of their victims were harmed but their activities caused panic in Dunedin. In May 1862, Garrett was captured and imprisoned in Dunedin where he was later involved in an attempted prison break with Richard Burgess. Like Burgess he had been transported to Australia in the 1840s for theft and like Burgess worked on the Victorian goldfields before coming to Otago.
In March 1862 Sergeant-Major Bracken and members of the Otago Mounted Police attempted to bring Burgess and Noon in for questioning over a robbery at Weatherstones on the Otago goldfields. The pair escaped amid gunfire but were eventually captured. Despite their claims that Noon's gun had gone off accidentally, they received three and a half years' hard labour in Dunedin Gaol. Burgess was outraged at this sentence. He received 36 lashes for his role in an attempted escape while in prison and vowed to take revenge on society by taking a life for every lash he received.
Upon their release in September 1865, Burgess and Noon were escorted by the Otago police to the provincial border with Canterbury, the Waitaki River. They headed for the West Coast goldfields and arrived in Hokitika in early October, having taken three weeks to walk from Dunedin.
In Hokitika the pair discovered that Bracken was now stationed there. They assured him that they were on the straight and narrow and intended to work honestly as miners. They staked a claim at Kaniere, inland from Hokitika, and Noon took the name Thomas Kelly. They worked their claim until just before Christmas when they carried out a series of robberies. Burgess was now living with a woman called Carrie who was pregnant with his child. He planned to rob the bank at Okarito, south of Hokitika, and move back to Australia with her.
In the meantime another acquaintance had arrived in Hokitika. William (alias Philip) Levy had emigrated to Victoria in the 1850s and established himself as a gold buyer. He was also a 'fence' (someone who sells stolen goods) and helped criminals by identifying possible targets for robbery. He had moved to Otago before following the gold to the West Coast. In Hokitika he helped Burgess and Kelly plan a number of robberies.
In April 1866 the gang was completed by another recent arrival from Victoria. Joseph Sullivan had also been transported from England in 1840 for robbery, but by 1853 had established himself as a prizefighter and publican.