Aaron Molina was previously part of the rock band Small Engine City.

In a Dreamland Recordings interview McShane explained the purpose and origin If Thousands, "The idea that we started with was to relax people.

If Thousands' ethic of relaxation found similar form in Slumber, a performance where audience members were encouraged to bring pillows and blankets for the purposes of sleep.

McShane was a classically trained vocalist who was in multiple local bands, as well as forming "Experimental Tuesdays", with Low's Alan Sparhawk – a local event at the Norshor theatre in Duluth, MN in which performers would be encouraged to exhibit experimental works of music, film, dance, or visual art.

If Thousands' foundation rests primarily on electric guitar and the drone of a Hammond M3 organ, which was the only keyboard McShane could afford when they first began.