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Of Mice & Men is an American metalcore band from Costa Mesa, California. The group was founded by Austin Carlile and Jaxin Hall in mid-2009 after Carlile's departure from Attack Attack!. The name of the band is derived from John Steinbeck's novel of the same title.

Of Mice & Men was founded by Austin Carlile, the original vocalist of Attack Attack!, and bassist Jaxin Hall, an import from Auckland, New Zealand during 2009 in Columbus, Ohio. The two recorded their demo "Seven Thousand Miles for What?" with the band Though She Wrote at Paper Tiger Studios in Columbus. Carlile and Hall searched for other members for about a month. They came across Valentino Arteaga, drummer of Lower Definition, Jon Kintz of Odd Project, and Phil Manansala, a touring guitarist for A Static Lullaby. Carlile and Hall moved to Southern California to join up with the three. A little while later, Kintz was cut from the band and replaced with Shayley Bourget. With a question at hand asking of the departure of Kintz in a Q&A for the group, Bourget jokingly stated "Jon didn't cut it." On Kintz's part, he reportedly cited that the band felt he was "partying too much." After reaching 1,000,000 plays from their Myspace profile in just two months since its launch, the band uploaded a cover of Lady Gaga's song, "Poker Face". The song was mastered by Tom Denney, formerly of A Day to Remember and a copy of the demo was sent directly to Rise Records. Recognizing the band as Carlile's new musical project, Of Mice & Men was signed to the label. The group then traveled to the Foundation Studios in Connersville, Indiana on July 14, 2009, with Joey Sturgis to record their self-titled debut album.

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