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Formed in 1998 by vocalist Frank Castaneda, lead guitarist Pete Guevara, rhythm guitarist Orrie Velasquez ''(now with [[SA-SANCTUARY|S.A Sanctuary]])'', bassist Ernest Herrera and keyboardist Andrew Sanchez.
Frank Castaneda rushed to form the band due to producer Craig Belinger of San Antonio's own Paradox offer to a recording opportunity, but were unable to find a drummer after endless audition's.