Straight Faced began as a Huntington Beach hardcore band named "Above All" in 1991. The founding members were Eric Glenn Stewart (1973-2007), Ron Moellar, Matthew Polence, and Samuel Marrs. All members were friends who grew up together in Huntington Beach, California in the late 1980s. Stewart set them up in a garage in Santa Ana that his father used to run a construction business out of, and taught the other members how to play.

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