I had some experience with attenuators in the past. I owned a Scholz “Power Soak” for a few years in the 80’s. It came in handy for gig volumes on my Carvin X amp, but it changed my tone for the worse at anything more than a couple of clicks on the dial.  I sold the Scholz Power Soak in 1989. So here I was, 11 years later, looking for another attenuator. 
 
There were a few options available… the THD Hot Plate, Marshall Power Brake, and the Trainwreck Airbrake. They all looked like well engineered devices and they had garnered some pretty good feedback, but I couldn’t afford one. Randall Aiken (of Aiken Amplifiers) was on the verge of releasing an attenuator called the “Afterburner”. It appeared to me (from the specs on his website) that it would be the “ultimate” attenuator. So, I decided to sock my money away and wait for it. But, after waiting for several months and seeing no Aiken attenuator on the horizon, I decided to build my own. I had years of experience as a senior electronic technician, most of that in the aerospace industry. I had built, modified, and repaired my own amps, FX, and electronic gear for a long time and I figured “it’s just an attenuator… how hard could it be?" I did some research and got to work in the fall of 2000. 
 
By the spring of 2001, I had my attenuator finished! It was conservatively rated for 150 watts RMS at 8 ohms impedance, had a bypass / engage switch, selectable attenuation levels ( -3, -6, -9, -12, -15, and -18dB), a continuously variable control for low power adjustment (from -18 to -28dB) and selectable speaker “modeling” (Celestion G12M or Jensen P12N). It also had a “cabinet-voiced” line output circuit with adjustable transformer-isolated balanced / unbalanced outputs, mid-contour control, and a ground-lift switch. Every feature that I thought I would ever need, I built into that attenuator.  And I did it all with passive electronics (i.e. no power), which was no easy task with the "cabinet emulation" circuitry.  It took a lot of calculating, prototyping, testing, SPICE modeling, and more prototyping, but I was adamant about not having to plug in to AC power.  I didn't want the equivalent of a "kitchen appliance" sitting on my new combo amp.  The unit was already half the size of a toaster anyway (see pics)!
 

 
The attenuator was housed in a heavy duty enclosure with massive heat sinks and weighed around 10 pounds… it was built like a tank! This was the very first “Variable Reactance Attenuator” and I thought it sounded great with my new amp. It wasn't pretty (I labeled the controls with a pencil) and it was huge, but it did the job very well. In fact, compared to my last attenuator (the Scholz Power Soak), it was quite an improvement. I thought I might be able to market it.
 
I put together a bill of materials for a “production” model attenuator. The parts alone cost over 400 dollars! That didn’t include any metal fabrication costs or labor costs for assembly. Even with all of the advanced features that I had built in to it, who would pay that much money for an attenuator? That took the wind right out of my sails. So, I used my attenuator whenever I had a jam session with friends or the occasional gig, but when I took a few years off from playing, the attenuator went in the closet with the amp.
 

2005… I started building some of my favorite tweed amps… Super, Bandmaster, Pro, Twin, but with some of my own design twists. After building a couple of tweed amps and hot-rodding them a little bit, I dug my old attenuator out of the closet, hooked it up to my modified tweeds, and together they were a thing of beauty! 
 
So, I stripped my attenuator down to a few essential elements, lowered the power rating and attenuation range, stuck it into a little box, mated it with my hot-rodded tweeds, and Faustine Amplifiers was born. When people started playing my amps, I kept getting comments about how “transparent” the on-board reactive attenuator was.  I was told repeatedly that the attenuator sounded better than anything else on the market!  
   

 
When I visited Tone Merchants in Orange, California for the first time, I knew I had found the right dealer for my amps.  Tone Merchants manager, Noel Evangelista, really liked my modified tweed designs and was particularly impressed with the on-board attenuator.  Over the next several months, I got a few requests from Tone Merchants and their customers to build a “stand-alone” version. In May of 2007 when fusion guitarist, Greg Howe, expressed an interest in getting a custom-built reactive attenuator, I started to take the idea seriously. Greg and I made plans to collaborate and develop some ideas for a new attenuator.  I built Greg a simple no-frills 50 watt prototype, as a proof of concept.  I shipped it off and he liked it, but then he got very busy for several months... putting together a band, rehearsing new music, recording an album, and doing a tour. We lost touch.  I figured that was the end of that.
 

 
I built the next prototype in November 2007 with all the frills; the VRA-50, a 50 watt attenuator with selectable impedance (2-4-8-16 ohms), selectable load type (resistive-reactive), two parallel speaker outputs, and a “cabinet-voiced” , transformer isolated, balanced line- level output with a midrange “contour” control, adjustable output level, polarity switch, and ground-lift switch. I took this second prototype to Tone Merchants in early 2008 and everyone loved it. Noel requested (once again) that I build some “boutique” attenuators for their shop. I was still unconvinced that it would be economically feasible, considering the steep price to fabricate the units, but Noel was persistent, assuring me that “people who want the best are willing to pay for it.”
 

 
Shortly thereafter, in August 2008, new Tone Merchants owner, Rob Navarrette, inquired about placing an order for ten units based on Greg Howe's recommendation. However, I needed to design a more robust, commercial unit that could be used with a “dimed” 100 watt head.  I had my previous design from 2001 that could handle 150 watts easily, but I considered the size and weight to be unreasonable.  I liked the size of my VRA-50.  You could toss it into a gig bag with your FX and guitar cables and it would easily fit on top of any amplifier, including small combo amps.  I was really determined to keep the 100 watt VRA roughly the same size as the VRA-50 (about as large as a THD Hotplate), so with those constraints in mind, I got to work.  
 
Meanwhile, in September of 2008, well-known amp guru, Dave Friedman, demoed the 50 watt prototype (which my wife had since named "the Phantom", for its sonic invisibility) and he was so impressed, he proclaimed it the "best new attenuator he had ever heard" on a popular internet guitar gear forum. That same week, guitarist Peter Thorn auditioned the VRA-50 "Phantom" and confirmed Dave's impressions.  That changed everything.  When Dave and Peter speak, "gear-heads" listen!  I was still a couple of months from finishing the first 100 watt prototype, but people began contacting Tone Merchants immediately, putting down deposits, and getting on a waiting list. Dave and Peter’s endorsements were soon followed by praise from other well known guitarists, amp builders, speaker builders, and tone aficionados.  The word got out and the waiting list got longer.  I've been trying to catch up ever since!

I want to acknowledge some of the great people who have contributed to getting the Phantom launched through their ideas, observations, feedback, testing, and discerning ears.  Kudos to Noel Evangelista, Greg Howe, Dave Friedman, Peter Thorn, Carl Verheyen, David Torn, Rob Navarrette, and the rest of the "Tone Merchants Gang" (JMR, Jimmy Ray, Carl & Henry). And a very special thanks to all of the customers who have been so generous with their encouraging feedback and who continue to spread the word!

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