A post-punk band with an ever-shifting lineup of late 80s-early 90s Indiana University students, Pencil originally consisted of high school friends Carl Saff (guitar) and Matt Wagner (drums) and fellow students Chris Morgan (vocals) and Karl Desch (bass). Pencil rapidly evolved over the course of numerous gigs in the Bloomington, IN basement show scene. Starting as a goofy party band playing loosely in the style of The Minutemen (though none of the band had heard The Minutemen at the time) and then morphing into a noisier, heavier and stranger kind of post-punk band, as their influences grew to include parallel independent music movements of the time (Dischord, Touch and Go, etc.). When singer Morgan and bass player Desch left the band post-graduation, singer Rob Davidson and bass player Tyler Tribby joined and the band recorded a self-released seven-inch EP in 1992 which garnered the attention of NYC-based Grass Records. The band signed a 3-record deal with the label. The first LP, 'Skantron,' was recorded at Bloomington's Echo Park studio with then bass player Phil Sung in 1994. Soon after the record's release, Sung left the band, which quickly solidified into Wagner, Saff, Davidson and new bass player Ryan Wilson. The band recorded a second LP, 'El Toro,' with Grass Records before disbanding in 1995.