Growing evolved out of two bands, Joe Denardo from Black Man White Man Dead Man and Kevin Doria from 1000 A.D., in Olympia, Washington, United States, in the fall of 2001. Joe Denardo moved from Chicago to Olympia and helped operate the Thin The Herd label with Zack Carlson, which released early material from Vaz and Total Shutdown. Eryn Ross joined to make Growing a trio. Moving from hardcore towards something slower and more expansive the band played around its hometown and up and down the West Coast of the United States.

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