The group was composed of My Chemical Romance rhythm guitarist Frank Iero and keyboardist James Dewees (also of The Get Up Kids and Reggie and the Full Effect), both of whom were also previously members of hardcore punk band Leathermouth.

Frank Iero and James Dewees were sharing an apartment in North Hollywood, Los Angeles in 2012 while My Chemical Romance was writing and recording in studio.

[citation needed] The project originally came to fruition when Iero and Dewees snuck equipment out of the studio so they could mess around with it and were "trying to blow up each other's speakers.

"[citation needed] The seediness of the area they were located in was a huge influence to the music, with the pair aiming to get "as grimly as humanely possible" without getting kicked out of the apartment.

[1] Starting a week before the Mindless Self Indulgence tour, Death Spells posted a short demo of a new song each night at midnight, culminating this with their first full single "Where Are My Fucking Pills?"