Joined by The Vandals drummer Josh Freese, ex- Failure guitarist Troy van Leeuwen and bassist/violinist Paz Lenchantin (later of Zwan), the band recorded their debut album Mer De Noms("Sea of Names") while Tool were tied up in negotiations with their record label. While the band's first single, "Judith", brought some comparisons to Tool, the album is quite different.
After Paz Lenchantin leaving the band for Billy Corgan's new band "Zwan" and Troy van Leeuwen becoming the new tour guitarist of "Queens of the Stone Age", the band was in need for a new bass player and a new guitarist for their live performances. These positions were taken over by ex-"Marilyn Manson"-bass player Jeordie Orsborne White(former known as Twiggy Ramirez) and ex-"Smashing Pumkins"-guitarist James Iha.
The band released their second album, Thirteenth Step, in September 2003.