The orchestral bombast of the first two Head of Femur records doesn't sound much like a side project, but the Nebraska-cum-Chicago group was originally formed in 2001 by Matt Focht, Mike Elsener, and Ben Armstrong on downtime from their previous band, Pablo's Triangle. In 2002 they added a number of players to the live ensemble and began to play club dates in Chicago, recording their debut, Ringodom or Proctor, the next year. Their sophomore LP, Hysterical Stars, was issued by spinART in 2005 and was followed by a busy touring schedule. They recorded an iTunes-exclusive EP in 2005, which included some Neil Young covers marked by a departure from their huge orchestral sound. Their third LP, Great Plains, was released in 2008.