Guards was formed in New York City when Richie James Follin returned from a European tour to a recording studio with nothing in it but a broken electric 12 string guitar and an omnichord. He wrote and recorded a few songs for his little sister to sing on ,but ended up singing on the songs himself. He enlisted the help of his friends (Caroline Polachek of Chairlift, James Richardson of MGMT, Loren Shane Humphrey of Willowz) and family (Madeline Follin of Cults) to guest on some songs.