It started out as a typical 6th Street night in Austin, TX when Todd Sapio literally bumped into old friend Scott Graham. The two, both sick of the Los Angeles music scene, had relocated to Austin in search of a new direction. Soon after reuniting, the West Coast refugees began writing music together. In need of a bassist, Scott introduced his brother Matt into the band after only a few rehearsals. Two nights before an important gig, the band's drummer vanished and was never heard from again.

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