MD.45 was a side project put together by Megadeth's guitarist/frontman Dave Mustaine ,Fear's Lee Ving on singing duties, bassist Kelly LeMieux and former Suicidal Tendencies member Jimmy DeGrasso on drums. Dave Mustaine, fed up with Megadeth at the time, but still interested in music, wanted to create an album showcasing a different musical style than Megadeth. The name derives from Mustaine's initials reversed MD (Dave Mustaine) and 45 assuming that VL is a Roman numeral for 45 (in fact, erroneous, as 45 is represented as XLV).

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