Down is an all-star heavy metal side project, whose original lineup consisted of members from Pantera (singer Phil Anselmo), Corrosion of Conformity (guitarist Pepper Keenan) Guitarist Kirk Windstein, and Crowbar (bassist Todd Strange and drummer Jimmy Bower). Formed in the mid-'90s when Pantera was on a brief break (between their Far Beyond Driven and The Great Southern Trendkill releases), the quintet's members had been longtime friends and decided to break up their downtime (hence their name). The East/West label issued Down's debut in 1995, NOLA, an abbreviation for New Orleans, LA, where all its original members hailed from. While many assumed that the group would specialize in over-the-top, extreme metal, it contained more elements of classic rock than the member's usual bands (a prime influence of the group being Black Sabbath). After a supporting tour wrapped up, little was heard from the group, as the members returned back to their full-time projects, leading many to assume that Down as a one-off. But this proved not to be the case. Anselmo, Keenan, and Bower reconvened to work on new material in 2001, with Pantera bassist Rex Brown taking Strange's spot in the lineup (which then included Crowbar guitarist Kirk Windstein). March of 2002 saw the release of Down's long awaited sophomore effort, the appropriately titled Down II.