After vocalist Moore's departure, From First to Last faced a crisis. Their label, Capitol Records, had dropped them due to financial problems. Without a vocalist, label, permanent bassist, or any money, the band almost split. Guitarist/Vocalist Matt Good, however, decided to take on lead vocals while still providing a backup guitar role. The band also quickly picked up Matt Manning to become a full-time bassist. The band then spent their remaining money on a studio in which to continue work on their already-written third album.
