3 dB down started in 2002 as the acoustic duo of Jeremy Berry and Scott May. It was born out of their desire to strip everything back down to basics after playing in the 6-person band Aerial View which they had co-founded with Brian Nay in 1998. They re-worked existing compositions and wrote new ones, this time with Jeremy playing piano. In October of 2002 they began recording an EP with Paul Speer at Rainstorm Studio. The project featured local artists Susan Robkin (vocals), Lizzy Daymont (electric bass), Spencer Hoveskeland (double bass), and Tracy Hoveskeland (violoncello) and was titled Five Songs This Fall.
While the break was rewarding, it didn't take long for them to start getting the itch to put together a full band again. Shortly after releasing their EP they began searching for musicians to expand 3 dB down. They brought in drummer David Wamsley (Aerial View) and added bassist Scott Syltebo, and in the spring of 2003 they welcomed guitarist/songwriter David Kubiczky. The addition of such complementary musicians propelled the band forward, expanding sonic possibilities and leading to a host of new songs. When David Wamsley left the band, a long drummer search eventually led them to Donovan Pfeifer. His playing fit the band perfectly, giving new life to old songs and sparking ideas for new songs.
In late 2004 with the news that twins were on the way, Donovan announced that he would have to leave the band. Wanting to capture the current chemistry of 3 dB down they decided to return to Rainstorm Studio to record a full-length CD with Paul Speer. Holding Up The Sky was released in the spring of 2005.
In November the Victory Review said "This ten-song debut combines power pop with hints of country, funk, and...has an earnest, positive, uplifting feel to the lyrics and music...The producer was musician Paul Speer...Paul gives the record a crisp, clear sound that allows the songs to truly shine."