Starting in 2003, Carbonfour began to work on their sophomore album. Andy Kamm had recently left the band, and Ian Scott had taken on the job of becoming the full time lead guitarist. In essence, it was as if the band had started over.

Working again at the Chicago Recording Company, the band asked Manny Sanchez to engineer and produce the record. Initially they worked quickly, and made tremendous progress. However, over the next two years, CRC began to book some of the top bands in the world including ZWAN, Cold Play, Chevelle, and Billy Corgan. Carbonfour, on an extraordinarily tight budget, could not compete, and the recording process began to get delayed. Throughout the year, mostly in the middle of the night and while the aforementioned "rock stars" were off enjoying their rock star status, Carbonfour would borrow studio time in a mad dash to complete the record. Carbonfour felt committed to finish the record both with Manny, and at CRC. More importantly, the band was dedicated to making a record that reflected the place and the direction Carbonfour wanted to head. It was the right decision, and Carbonfour believes you will agree.

In late 2004, and early 2005, Mathieu Lejeune began to mix the record. As the band finished up the work, Matt quickly was able to take the recordings, and help the band produce and craft the final product. By summer of 2005, the final mastering was done by Chicago's own, Danny Leak. Within a month, Dan Stromborg finished the final art work.

"Why Your Eyes No Longer Shine" was truly a labor of love, and the band is very proud of the finished product.

For the gear heads:
Nels Stromborg:
Kurzweil PC2X
EMU PK-6
Roland VK-8
Roland 3080
Wurlitzer 200a
Reason
Nord Lead
Distressor
Various guitar pedals including: Frantone, Electro Harmonix, Boss, and Echofarm.

Ian Scott:
Double Cut Away Style Custom Guitar w/Seymour Duncan Pickup SH4 Bridge, Gibson 57 Custom Neck
Double Cut Away Style Custom Guitar w/P90 Soap Bar Pickups (Both guitars made by William Scott)
1995 Fender Strat Plus w/ Seymour Duncan Pickups SH4 Bridge, SH2 Neck
Mesa Boogie Duel Rectifier Trem-o-Verb 2X12 w/EL34 Power Tubes
Bogner Shiva 1X12 with 6L6 Power Tubes
Various guitar pedals including: Just about all of them.