- Christopher O'Brien - vocals, bass, guitar, keyboards
- Kirk Hellie - bass, guitar, keyboards
- Michael Orendy - bass, keyboards
- Kevin Stevens - drums
began as a studio project between Kirk Hellie and Christopher O'Brien in 1998. Shortly after the end of their respective bands (Pink Noise Test
and Brian Jones Was Murdered
), the prolific writing team amassed a large collection of tunes in Kirk's home studio.