Matt Berninger and Scott Devendorf met in 1991 while attending the University of Cincinnati's DAAP college of graphic design program, where they also met Mike Brewer, Casey Reas and Jeff Salem. Together, the five of them formed the lo-fi garage band Nancy, named after Berninger's mother, aspiring to sound like Pavement. The band was together for five years, and released one album, "Ruther 3429", on Wife Records before breaking up after Berninger, Devendorf, Reas and Salem moved to Brooklyn. Bryan, Bryce, and Aaron were childhood friends who played in several bands together over the years. When their last effort, Project Nim, broke up in 1998, they joined Matt and Scott in Brooklyn via the Devendorf relationship.