N-Phase started as an acapella trio in 1991, with the members Melvin Baxter, Tevlin Williamson and Marlon Davis singing in clubs around Rock Hill, South Carolina. The three men met Al Boyd and Donnie Mayes in 1992 and formed the urban quintet that was officially N-Phase.
The group received a lot of local support and their track "Ooh Yeah!" received heavy play on the WPGC radio station in Washington, D.C. The radio play caught the attention of Maverick Records who signed N-Phase.
In 1994, the group released their debut album, N-Phase with production from R. Kelly. The album had two singles, "Spend the Night" and "Kiss and Say Goodbye." The former reached #23 on the R&B charts while the latter peaked out at #78.