From Her Eyes announced his departure from From Her Eyes in mid-July, citing personal commitment as the reason. The split was amicable, and Luke was replaced later with Jesse Simmonds, a close friend of Kearle and his ex co-band member of Concepts of Fiction In the following months, From Her Eyes continued to perform regularly whilst beginning to write new material. Demos for the tracks "Comatose" and "Disillusionist" (which would both feature on the band's EP Demons) were completed in late 2013. Due to creative and personal differences Indigo Lani Lewis-Jones was removed from the line-up in January 2014. Upon her release, From
What Were We Thinking Of the album version of the song was also created. Like the majority of the songs on "Till I Loved You", "What Were We Thinking Of" is a "nontheatrical pop song". According to the official sheet music published by the Warner Music Group, the song is written in the key of B major with a moderately fast beat consisting of 138 beats per minute. Since "Till I Loved You" is a concept album based on the beginnings and ends of relationships, "What Were We Thinking Of" was placed towards the end of the album's track listing where the accompanying songs' lyrics