In June 2001, the founding members, Adam Nation on vocals and Chad Weirick on guitars, began a project solely devoted to writing and recording music that would one day be the foundation for a bigger and better band. In the 18 months that followed, emotionally driven songs such as Frequency, Nothin' For Nobody, Seven Seconds, and Fall (all of which are currently performed by PG) were created. Between all day recording sessions and acoustic shows that were few and far between, they searched endlessly for the pieces that would complete the puzzle. Finally, after countless fliers had been printed and seemingly continuous personnel changes had come to pass, another piece fell into its place.

A young guitarist from a small Ohio town showed interest in the band he saw advertised on a flyer in his dorm lobby. Although he was trying out for bass, his guitar style was wonderfully original and too bright to ignore. His talent and experience in writing and recording on guitar, bass, drums, piano, and vocals quickly added a new dimension to Proximity Greys evolving sound. By the beginning of 2003, Kyle Preston had officially become the third member of PG.

Before too long the band found what would become half of their rhythm section. Dan Giancola, whom had also discovered a flyer in his dorm, had experience playing bass in a cover band from his humble Ohio hometown and was just about to sell his equipment when he contacted PG. It was a twist of fate that proved beneficial for the band as his ability to latch to the sense of a song and work ethic brought an energetic groove to the already infectious melodies.

After a series of acoustic shows and practices held in living rooms, dorm rooms, and a backroom of a comic book store, the band met drummer Kevin Ludwig in April of 2003. A fan of the same musical influences that the rest of the guys had all drawn upon in their own musical careers, he came into the group with an incomparable will for the music. His bloody knuckles and cracked symbols pay homage to the fact that he has an insatiable appetite for his instrument and is always ready to get to work. By the time Proximity Grey was 10 months old they had already played an array of shows and attained priceless experience. The speed in which they gained ground seemed astounding as they quickly went from opening local shows to headlining them. They also added a 3-song demo to their credits with the guidance of their producer Ian Eddy of the band Leo, which helped them slate shows on tour with the national recording act Greenwheel and a single date with Better than Ezra. The momentum they had gained was allowing them to justify the attention that their newborn band was receivingand the ball keeps rolling to this day.