Taking Back Sunday released their debut studio album "Tell All Your Friends" in 2002; the band found themselves at the forefront of the emo music scene. Guitarist John Nolan, citing exhaustion from touring, left Taking Back Sunday, while bassist Shaun Cooper left shortly thereafter. Frontman Adam Lazzara said that he thought Nolan and Cooper were having difficulty adjusting to long-term touring; however, John later accused Lazzara of being unfaithful to his sister Michelle Nolan, with whom Lazzara was in a relationship, citing this as his reason for leaving the band. In May 2003, John Nolan and Cooper formed a new band; the pair tracked demos with the aid of Taking Back Sunday drummer Mark O'Connell. The recordings laid the groundwork for their new sound: piano-and-guitar oriented pop songs, which would include samples, drum loops and other sounds.