Recording began in earnest shortly after the band purchased the Los Angeles-based studio Opra Music. The electronic demos evolved into more rock-based, full band compositions over the course of the recording process in 2006. Jerry Finn, who had worked extensively with Blink-182, came into the studio late in the production process to oversee completion of the album. Its dark lyrical content primarily reflects the demise of Blink-182, although it is stylistically upbeat and inspired by bands such as the Postal Service and the Cure.