An offshoot of Built to Spill, Butterfly Train was headed up by frequent BtS bassist Brett Nelson (not to be confused with Brett Netson, another BtS cohort who led Boise, ID's Caustic Resin). Nelson had grown up in Twin Falls, ID, with future Built to Spill leader Doug Martsch, and first played with him in the punk band Farm Days, which was formed in the mid-'80s while the two were in high school. Martsch went on to play in the Treepeople before forming Built to Spill in 1993, conceiving of the group as a loose collective that would allow him to work with different musicians he knew and liked. Nelson was invited to play bass on the second Built to Spill album, 1994's There's Nothing Wrong With Love, along with ex-Farm Days drummer Andy Capps. That exposure helped result in a deal with Up Records for Nelson's other project, Butterfly Train, initially a punk-pop outfit featuring bassist Forrest Orr and drummer Tim Harris. With Nelson on lead vocals, the group issued a single, "Blame Weight" b/w "Dog Day," on Up in 1994, and completed their debut album, Building Distrust From Trust, that year as well. For the second Butterfly Train album, Nelson assembled an entirely new group -- guitarist Eric Penney, bassist Ambrose Richardson, and old cohort Andy Capps on drums -- and adopted a style more influenced by new wave pop. Distorted, Retarded, Peculiar appeared in 1996 and found Nelson playing bass, guitar, and piano. Nelson was subsequently invited to return to Built to Spill for their 1997 major-label debut, Perfect From Now On, and Martsch made him a permanent member of the group, effectively putting Butterfly Train to rest.