Childhood friends Shonali Bhowmik and Michelle Dubois met at age eight when the two were taking violin lessons. A bond was immediately formed, and music was undoubtedly a part of it. Bhowmik and Dubois, who are natives of Nashville, shared a love for Duran Duran and the like, but grabbed onto the rock rawness of The Replacements and Dinosaur Jr. by their early teens. Each saved their lunch money to by a Tascam 4-Track Recorder, too - the life of Ultrababyfat was born.
Bhowmik and Dubois separated for a brief time during college, but reconnected during the early nineties in Santa Cruz, CA. Music was still an obsession, so the idea of a band was more tangible. The two began writing songs like mad, but Bhowmik left California for law school in Atlanta in 1992. Naturally, Dubois tagged close behind and the band became a serious thought. As a joke, they called themselves Babyfat. Drummer Mauricio Carey and bassist Laurie Garnier joined Bhowmik and Dubois to make a debut album. Babyfat released Dragons Go Away on the local label Sister Ruby Records in 1995 and fun times were had.
As the nineties came to a close, Britta Phillips stepped in to play bass after the 1997 demise of her band, Belltower, and Shane Sanders filled the drum section. In 1998, they'd christened themselves Ultrababyfat and issued Silver Tones Smile. The album exuded the band's strong, post-punk/pop sound, and critics were quick to jump on the band. Unfortunately tides turned for Ultrababyfat, for they were without a label and a manager by the next year. Songwriting typically fueled the fire and Ultrababyfat spent the next two years perfecting sounds for a second album.
Phillips took a time out from UItrababyfat in spring 2000 by joining Luna for their North American tour after Justin Hazelwood left the band. She would eventually become a permanent member of Luna, but remained close with her Ultrababyfat bandmates. She can be heard on the foursome's second album, Eight Balls In Reverse, which appeared in fall 2001.