For a brief time in 2000 and 2001, ex-Overcast guitarist Pete Cortese joined Killswitch Engage, but left when he became a father. Killswitch Engage began writing new material for their second album in November 2001. Mixed in January at Backstage Studios by producer Andy Sneap, the album was titled "Alive or Just Breathing", after lyrics in the song "Just Barely Breathing". A music video for the single "My Last Serenade" increased the band's exposure, and the album peaked at number 37 on the Top Heatseekers chart.