After lengthy touring in support of Bleed American, the band regrouped to work on the follow-up in early 2004. Once again, the band joined up with Trombino, but the collaboration was short lived. As the sessions began, the band decided that they did not have enough material for a cohesive album. The band's desire to spend more time writing songs conflicted with Trombino's availability, who already had other projects on his schedule.
