When prog rock first reared its head during the early '70s, it contained elements of hard rock, but few bands crossed the line into heavy metal. This all changed during the '80s, when bands such as Dream Theater, Watchtower, and Fates Warning merged their love of Yes and Rush with their admiration for Iron Maiden and Judas Priest. Formed in Hartford, CT in 1983, Fates Warning has endured quite a few lineup changes since its inception, with the exception of guitarist Jim Matheos, who has been present through it all. Starting off as a straight-ahead metal band (their progressive side didn't show up until a few years later), Fates Warning built up a regional following, which soon led to a recording contract with metal indie label Metal Blade. With vocals being handled by John Arch, Fates Warning issued such titles as 1984's Night on Brocken, 1985's The Spectre Within, and 1986's Awaken the Guardian, the latter of which became the first record from the group to appear on the Billboard album charts. Wanting to break out of a somewhat one-dimensional metal sound, Arch was dismissed in 1987 and replaced with Ray Alder. The move immediately paid off for Fates Warning, as their music (and lyrics/subject matter) became much more complex and challenging. The band's first recording with Alder, 1988's No Exit, would go on to become their highest-charting album ever (peaking at number 111), and was followed up a year later with Perfect Symmetry, as well as an inaugural tour of Europe. The early '90s saw Fates Warning focus primarily on touring (only one album was issued during a several-year span, 1991's Parallels), although Matheos did issue a solo album in 1993, First Impressions. 1994 saw the group issue Inside Out, which was supported with a U.S. tour alongside Dream Theater (at a hometown gig in Connecticut, former frontman Arch joined the band on-stage). The band's first best-of compilation, Chasing Time, followed a year later, as did appearances on tribute albums for Rush (Working Man) and Judas Priest (Legends of Heavy Metal), which helped buy the band time as they began composing the most challenging album of their career. It was also around this time that former Armored Saint bassist Joey Vera joined the group (although he was originally thought to be a temporary replacement, Vera was still present several years later). Finally issued in 1997, Pleasant Shade of Gray took the extended suite style of 2112 and Tales from Topographic Oceans to a new extreme, as the album was comprised of a single, hour-long song (broken down into 12 different, untitled sections). The very first live release by Fates Warning, Still Life, was issued in 1998, while Matheos issued a solo releases the following year (Away with Words) and Alder, having formed a side project, Engine, recorded an eponymous CD. Fates Warning continues strong into the 21st century, as evidenced by 2000's studio album Disconnected, and further extensive touring -- including a set of summer dates in 2003 alongside prog metal comrades Queensrÿche and Dream Theater. The band marked its 20th anniversary with the release of FWX in 2004.