Mushmellow was formed in October 2004 in Zaporizhzhya, Ukraine. The organizer is Alexey Zhuravel who was a teenager that just came back from Seattle that time. He formed the first line-up of Mushmellow. The guys made their first demo and became popular in local underground community. Mushmellow made many gigs, but had problems with the band members. By the end of 2005 the line-up was totally changed. Boys recorded their first album "Hollow Memories".