311 is an American rock band from Omaha, Nebraska. The band was formed in 1988 by vocalist and guitarist Nick Hexum, lead guitarist Jim Watson, bassist Aaron "P-Nut" Wills, and drummer Chad Sexton. Watson was replaced by Tim Mahoney in 1990. In 1992, Doug "SA" Martinez joined as a second vocalist and turntablist.

Grassroots is the second studio album by American rock band 311, released on July 12, 1994, through Capricorn Records. The album was intentionally recorded to have a "muddy" tone, and was recorded in a small house in Van Nuys where all of the band members lived together. This album also contains the track "Applied Science", which is a staple in 311's live show and has included a full-band drum solo since 2000. P-Nut records with a five-string Warwick bass for the first time here as well. The album was certified gold in 1999 by the RIAA, having sold over 500,000 copies.