In the early part of the new millennium, emo bands were starting to make their mark with Taking Back Sunday among a handful of bands leading the charge. However, as their star rose, all was not well and before long, bassist Shaun Cooper and singer/guitarist John Nolan bid their band a fond farewell. Taking Back Sunday's loss was a big gain for music lovers because the duo formed Straylight Run shortly thereafter. By May 2003, the band lineup was completed with the addition of Michelle Nolan (John's sister) on keyboards and Will Noon (formerly of Breaking Pangea) on drums. With their weighty lineage and a handful of stellar tunes, it didn't take long before the band signed to Victory Records. In October 2004, Straylight Run released their eponymous debut album and hit the road, playing with the likes of Rooney, Hot Rod Circuit and Something Corporate, among others. The buzz continued to grow after their single, "Existentialism on Prom Night," was picked up on various alternative radio stations and outlets such as MTV2 and Fuse-TV. In 2005, the band released a six-song EP titled Prepare to Be Wrong. The EP reflected a more delicate sound that strayed away from the emo pop of the band's debut. Incorporating more keyboards and electronic drum loops, Straylight Run's sound took on a lighter sound that emphasized socially conscious lyrics set to an omnipresent pop hook.