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Arcwelder is a Minneapolis trio that originated as Tilt-a-Whirl in 1987. However, they were compelled to change their name in 1990 due to a lawsuit from the manufacturer of the Tilt-a-Whirl carnival ride. Drummer and singer Scott MacDonald has a background in the Minneapolis music scene, having played in various bands such as Red Letter Day and Velvet Elvis. He teamed up with bassist and guitarist Rob Graber to form Arcwelder. Rob brought in his brother Bill Graber, who took on bass, guitar, and occasional vocal duties. The Graber brothers alternated between bass and guitar, while Scott and Bill shared vocal responsibilities.

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