A decidedly less experimental group than its most direct predecessor, the Mike Gunn, Project Grimm was formed in 1995 by Gunn frontman and guitarist John Cramer to satisfy his urges to be a bit more straightforward in his approach to guitar rock. Interested in looking to build a band around this new direction, Cramer called local drummer Rick Costello (of Houston band Bleachbath) who volunteered his services straight away. Drew Calhoun joined on bass, and former Schlong Weasel (University of Houston "branch") member Jim Otterson rounded out the lineup as second guitarist. Their first show, on July 3, 1995 was followed by recording sessions that would result in their first album, Lying Down out on Linus Pauling Quartet's Ramon Medina (also a former Schlong Weasel-er) Worship Guitars label in 1996. The pace of recording and releasing would slow down considerably for the band, which wouldn't quite get around to releasing the follow-up until 2003. In the meantime, Bo Morris would take over on drums for the kicked out Rick Costello, and Cramer would work with former Mike Gunn colleague Scott Grimm on his Dunlavy project. July 2003 would see the release of Project Grimm's second album, Huge Beings (released on Camera Obscura's Australian sister label Camera Lucida), but it would also see the band split -- on the very day of the album's release. Leader John Cramer would later appear as a solo artist working under the name the Powers of Light & Darkness, and played sporadic shows around Houston.