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After departing from Tool in late 1995, bassist Paul D'Amour joined forces with Replicants keyboardist Chris Pitman to form the neo-alt psychedelic project, Lusk. Accompanied by Failure's Greg Edwards and Medicine's Brad Laner, the collaborators soon journeyed into a Los Angeles rehearsal studio to write and record their 1997 debut album, Free Mars. While not a huge hit, the album managed to attract enough attention to garner a 1998 Grammy nomination for Best Recording Package