Formed in 1989 by Andrew Goldfarb and Frank Caruso to play their annual Quad Dance at Saratoga High School in California, the group went on to record several albums. "Beyond the Nadir of Pain" and "The Scab has Healed, yet the Scars Remain," were early works of avant-garde and progressive rock. An eclectic mix of raw energy and musical expression allowed them to establish an underground following of those who were opposed to the mainstream.

In 1990 they recorded for the first time in a real studio. Caruso was then a student at the College for Recording Arts, when one weekend they snuck in and recorded the album "Rhino Breath." It was during this session that a musical path was forged. Andrew Goldfarb's theatrical lyrics and dark imagery set the direction of the group. New member Nino Caruso, brother of Frank, brought a blues/folk element, as they continue to write and record new music today.

Other members of the band throughout the years have been bassists Ryan Young and Mike Schmeidt, guitarists Mark Dickerson, Tim Plicka and Ryan Hansen, drummers Mike and Jim Revell, as well as the Three Amigos: David Curtis, David Horning and David Perry. Andrew Goldfarb can also be seen currently performing his one man show called "The Slow Poisoner."