Lucid Fear was formed in Larvik, Norway, in 1999. The line-up then was Cato Jensen (drums), Henrik Bruun (guitar/vocals) and Cathrine Paulsen (vocals). In 2000 Bjørn Erik Næss joined on guitar, and shortly after, Stig York joined on synth. Since Espen Engrønningen (bass) joined in 2002, the band has had a full line-up. After a series of self-made recordings the band entered a pro studio for the first time in 2001. The result was a 3-track demo which was never sent anywhere.