Überschall came about through discussion when a member of Blue Man Group, Elvis Lederer, got together with several other Blue Man musicians, including Jordan Cohen, Phil Leavitt [formally of Dada) and Jeffrey Brown, about creating an improv band. His goal was to create an ambient tribal sound. The basis behind the music became meditative featuring slow, morphing changes with not one individual stand-out voice. The members ended up creating a huge sound in which everyone plays an equal role. They eventually added musicians Todd Waetzig, Mike Burns and Aki Ishihara. It has since evolved, with different members now in the band.
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