311 was formed in 1990 in Omaha, Nebraska by five self-described "friends for life" (singer/guitarist Nick Hexum, singer S.A. Martinez, guitarist Tim Mahoney, drummer Chad Sexton and the bassist known only as P-Nut) whose common link was a passion for both music and life that eventually brought them together to make music with a positive message behind it. After gigging locally (and by all reports quickly conquering the local music scene there), the quintet moved to Los Angeles, where they signed with Capricorn Records in 1991.

 Since that time, 311 have released several albums, including 1992's Music, 1993's Grassroots, and 1995's 311 (aka the "Blue" album), the latter reaching number 12 on Billboard's album chart, selling three million copies worldwide, and sporting the tracks "All Mixed Up" and "Down."

 In 1996, following a non-stop year of touring, the band released Enlarged to Show Detail, a home video of live performances taken from amphitheater shows in Kansas City and Denver, as well behind-the-scenes looks at life on the road. That the video has been certified platinum in sales is strong testament to the unique relationship the band has with its fans. In 1997, Transistor, a double album of new songs on one CD, was released, and the group mounted its most ambitious tour yet, a worldwide stretch of concerts intended to enlarge the band's already large and loyal fan base. "When we first started the band, we were always sure something good was going to happen," says drummer Chad Sexton, "and we've never gone backwards in any way since." Live followed in 1998.