Breathe originated from a mutual love and respect for the music of Pink Floyd. It was a Facebook post celebrating the 35th anniversary of "Animals" in January of 2012 that planted a seed and got the ball rolling between friends and acquaintances Chris O'Hara, Todd Gunsher, Eric Kelly, and Luis Rodriguez. Each one of them individually had always had the idea and desire to be able to perform "Animals" in its entirety. There had always been Pink Floyd tribute bands, but none of the members of Breathe could think of one who approached Pink Floyd's material from a whole album performance perspective. Several rehearsals, one gig later, and with the addition of keyboardist Dan McCarrin, the Breathe lineup was complete.