Based out of Long Beach, CA, the members of rock outfit the Valley Arena had all played in various groups around Southern California for several years prior to the band's formation, and guitarist/vocalist Chris Stevens and drummer Mike Nielson had been jamming with each other since they were both 13 years old. Once the two friends abandoned their other musical projects and got together in 2003 with singer/guitarist Warren Woodward and bassist Dave South, things fit immediately, and the Valley Arena were officially born. Just months after forming, the quartet had finished its first album, Take Comfort in Strangers, which was influenced by '90s D.C.