In time, though, The Rainbows broke up, following Womble's departure for boarding school. In 1956, Berry and Miles formed a new Rainbows with Chester Simmons and Don Covay. Working with DJ Jay Perri and entertainment impresarios Ted and Jim Pedas of Circle Theater fame, they contacted Cecil Steen of Pilgrim Records in Boston. Steen had already re-released "Mary Lee" in early 1956, and he recorded the new group doing "Shirley", which was a "Mary Lee" sound-a-like. Another collector classic was born, but unfortunately it seems not to have sold very well. Before "Shirley" had a chance to run its full course through the market, The Rainbows had already moved on to George Goldner's Rama Records where they recorded "Minnie" and "They Say," two fine performances which sold only moderately.
Rumors abound that Billy Stewart and Marvin Gay (before the name change to Gaye) were members of the Rainbows. They were, without question, contemporaries on the DC vocal group scene, but neither was ever a formal member of the Rainbows. Stewart filled in for "Poozie" Miles at the Royal Theater in Baltimore in September 1956 for a one-week engagement. Gay's participation in group appearances, if any, was even less formal.
After this generation of Rainbows broke up, Covay and Berry moved to New York City where they worked as musicians, singers, songwriters, and later as producers. They enjoyed success with the original version of "Pony Time" in late 1960. When "Poozie" returned from a stint in the Air Force in 1961, he reformed the group with new members. They became a Washington institution, performing well into the 2000's.