Based on the Tone Bender pedal but with less noise and more clarity. Doesn't sound anything like any pedal I've ever heard. It is heavy, but not in a high-gain, metal sort of way. It's big - fill the room, spill into the street big, and run the garbage truck into the ditch sort of big. Responds exceptionally well to pick attack like a great amp so you sound like you, not everybody else. Very musical, playable, almost soft distortion.