[2] They began working on their second studio album in January 2006 and due to extensive touring, they only had "about half a record" done, pushing back its completion.

[3] They began searching for a new lead vocalist at Berklee College of Music and did multiple rounds of auditions, before they were recommended Hillside Manor singer Kyle Patrick,[3] who was suggested to them by music-business professor Jeff Dorenfeld, a friend of the band's manager Wayne Sharp.

[3] According to keyboardist Ben Romans, the group wrote "Headlight Disco" to have more synthesizers than guitars, experimenting with that type of sound.

Stephen Thomas Erlewine of AllMusic stated "the Click Five replaced their retro-rock leanings with retro-new wave flair -- a shameless attempt to follow fashion, but one that should be expected, even embraced, by a band that has nothing more than dreams of big hits in mind.

If only the music on this second album, Modern Minds and Pastimes, were as big, tasteless and gaudy as the Click Five's career machinations!

Part of the problem is that substituting the Killers for the Strokes means that the band relies too much on pumping wannabe anthems and layers of tongue-in-cheek retro-synths, which give the album a bit of a chilly distanced feel at odds with music designed to be teen trash, but also to be the group's strengths.

"[4] Entertainment Weekly felt that the album "packs maximum velocity but not a lot of punch," finding the lovelorn lyrics "banal at best.

New lead singer Kyle Patrick's predictable voice never seems to present any of his new band's words with any type of consequential emotion or believability.

And while '[When I'm] Gone' is a flat-out lame attempt at 'rocking', '[The Reason] Why' is nothing more than another manufactured boy-right-out-of-his-teens kind of likes girl-probably-still-in-her-teens enough to claim he is in love tune.