[6] After The Calling had released their second album II (2004), bandmate Aaron Kamin had amicably decided to work on separate projects with Band being left to do "pretty much everything on my own".
[7] Recording took place over a two-year period, eventually encompassing five co-producers, primarily including John Fields (Switchfoot), Daniel Damico and engineer Tal Herzberg, with Chuck Reed and Matt Serletic also working on tracks.
Paul Buckmaster (Elton John) contributed string arrangements to several tracks, while Chris Lord-Alge mixed the album, having previously done so with The Calling.
[7] Later in 2007, Geffen went through major restructuring, this coupled with the death of Band's long-term Manager Stu Sobol, meant the album was left in limbo.
[7] The music video for lead single, "Tonight" was filmed in double time to achieve the desired slowed down effects in the editing stages.