Shudder to Think's hardcore punk background (courtesy of D.C.'s Dischord Records, also the home of Fugazi) isn't the best pointer toward their sound, since the group works in pop influences and a skewed sense of songwriting as well. Originally formed in 1986, the band's first lineup -- vocalist/guitarist Craig Wedren, guitarist Chris Matthews, ba**ist Stuart Hill, and drummer Mike Russell -- released two singles and one 1989 album (Curse, Spells, Voodoo, Mooses) before signing with the Dischord label. Shudder to Think released albums in 1990 (Ten-Spot), 1991 (Funeral at the Movies), and 1992 (Get Your Goat), and toured with Fugazi and the Smashing Pumpkins. Matthews and Russell had left by 1994; guitarist Nathan Larson and drummer Adam Wade replaced them, just in time for the band's first major-label contract. After signing with Epic, Shudder to Think released their fifth album, Pony Express Record, in 1994. Almost three years later in 1997 (during which time Wedren successfully overcame Hodgkin's Disease, Larson released an album with his side project, Mind Science of the Mind, and Wade was replaced with former Dambuilders drummer Kevin March), 50,000 B.C. was released, which ultimately failed to push the band into the big-time. br /br /The following year, the band focused their attention on soundtrack work for the indie films First Love, Last Rites (which included songs in various different musical styles sung by such alt-rock notables as Liz Phair, Billy Corgan, Robin Zander, and one of Jeff Buckley's last recorded works) and High Art, the latter featuring Brian Eno-like instrumental soundscapes. The same year, guitarist Larson left the band, which served as the final straw for the group, as they promptly split up. Wedren soon after began a solo career, playing shows in the New York City area and appearing on the soundtrack Down to You (the song "Didn't Mean to Do You Harm"), as well as supplying backup vocals to the Verve Pipe's 1999 self-titled release. ~ John Bush & Greg Prato, All Music Guide