At the Disco was formed in 2004 in the suburban area of Summerlin, Las Vegas, by childhood friends Ryan Ross, who sang and played guitar, and Spencer Smith, who played drums. They both attended Bishop Gorman High School, and they began playing music together in ninth grade.
They invited friend Brent Wilson from nearby Palo Verde High School to join on bass, and Wilson invited classmate Brendon Urie to try out on guitar. The quartet soon began rehearsing in Smith's grandmother's living room. Initially, Panic! At the Disco was just a blink-182 cover band. The band had not even performed a single live show when they were signed. At the time of their signing, all of the band members were still in high school (with the exception of Ross, who was forced to quit UNLV).