Golden State frontman, guitarist, and primary songwriter James Grundler was best known for his previous work with Paloalto, a melodic alt-pop group often referred to as an American version of Radiohead. After reaching some success, partially due to the fact that their song "Breathe In" received airtime on MTV's #Laguna Beach: The Real Orange County and partially due to some positive words in the press from Elton John and Bono, Grundler and bassist Tommy Black left the band to start a new project.