Started as a side project by Schnier in January 1999, playing three shows, with their first show being at the Pontiac Grill in Philadelphia, PA. The first incarnation of the band featured Schnier on guitar and vocals, Ted Marotta of Ominous Seapods on drums, Jim Loughlin of moe. on bass and vocals, Kirk Juhas of freebeer&chicken on keyboards, banjo and vocals, and Rolf Witt of the Danksters and Sonic Garden on mandolin, fiddle, and guitar.