The group consisted of five members: Angel Faith, Carly Lewis, Erin Tanner, Jessica Fried, and Jade Ryusaki.
The girls worked with a variety of producers and songwriters, including Adrian Gurvitz, Andy Goldmark, and Riprock 'n' Alex G. The process took a number of months.
In 2002, after touring with Carter for four months, they filmed their first video, the home VHS and DVD release No Secrets - Get to Know Us, and resumed work on their album.
The four remaining members recorded and shot a video for the song "Once Upon (Another) Dream" for Disney's 2003 DVD release of Sleeping Beauty.
In a 2007 interview, Fried commented on the break-up, stating that the girls got along great but greedy parental actions ended up breaking the group apart.
In June 2009, she graduated magna cum laude from UCLA and went on to complete a doctorate degree in clinical psychology at Pepperdine University.