Exhale was founded in the summer 2004 by guitarist Johan and drummer Gustav. Since both had been raised with Brutal Truth, Napalm Death, Nasum and similar grind core-acts they went with the concept “grind is the shit, let’s make some”. After a few rehearsals they went to a studio to record some hard grinding tracks. The studio engineer Ulf took place as a vocalist and Karl was brought in to handle the bass. Three tracks were recorded and finally released as "...die inside" in august the 4th. Late 2004 new bass player Johan is added to the line-up.