Band Members
Ray Alder - Vocals
Jim Matheos - Guitars and guitar synth
Mark Zonder - Drums
Joey Vera - Bass

Additional musicians:
Kevin Moore - Piano and keyboards

Recorded, Produced and Mixed by Terry Brown
At the Carriage House, Stamford CT, November - December 1996

A Pleasant Shade Of Gray
(1996)
Track Listing
01. Part I 1:53
02. Part II 3:25
03. Part III 3:53
04. Part IV 4:26
05. Part V 5:24
06. Part VI 7:28
07. Part VII 4:51
08. Part VIII 3:31
09. Part IX 4:45
10. Part X 1:19
11. Part XI 3:34
12. Part XII 7:45

Click song title to jump to lyrics
Liner Notes
A Pleasant Shade Of Gray

Music and lyrics - Jim Matheos

Vocals - Ray Alder
Guitars and guitar synth - Jim Matheos
Drums - Mark Zonder
Bass - Joey Vera
Piano and keyboards - Kevin Moore

Additional voices - Bill "shoot me" Metoyer, Lydia Montagnese,
Mark Zonder, Terry Brown, Lindsay Matheos

Recorded, produced, and mixed by Terry Brown
at the Carriage House, Stamford CT November-December 1996
Assistant engineers - Andy Katz and Joe Peccerillo
Mastering - Eddie Schreyer at Oasis

Pre-production - Bill's Place

Catering - Gearge Hideous, Fidel Horrendous, and Arthur Letsgoberg
at Salad Face International

Art direction and design
Ioannis ad Steven Jacaruso at Vivid Images Int.

Photography - Ioannis and Heide Coyle

Thanks to Brian Slagel and everyone at Metal Blade, everyone at Massacre, Joey "tick" and Tracey Vera, Kevin Moore, Terry "How much grayer could it be?" and Linda Brown, Bill "I'll pray for you heathens" Metoyer, Johnny Montagnese and family, Andy "manny" Katz, Ted Keedick, J.J. "sugar daddy" Jacobs, Takumi Suetsugu, Ed Picard, Fabrizo Giruzzi (the patron saint of Fates Warning), Hugh Syme, Dimo Safari, Mike Portnoy (an honorary Fates member) and Dream Theater, Jim Pitulski, Steve Einzig, Joe Serling, the Matheos family, the Alder family, John Meredith, Steph Holmes, Ron Evans, Pete Parada, Jason Anderson, Vince Dennis, Andrew Ellis, j.j., Mike Kelley, Steve Grom, George and Ioannis Vasilopoulos at Vivid Images, Buck Brundage and Rob Reid at ART, Paul Nelson and Larry Chipetta at Daddy's Junky Music, Tim O'Connell and Port Cargo LTD., Faye Rappaport and Rosa Daza at DR Handmade Strings, SST, Audio FX, Mackie Designs, Alesis, Mesa Boogie, Fender, Ampeg, GMS Drums, Zildjian Cymbals, Latin Percussion, Attack Drum Heads, Vater Drum Sticks, Mechanical Music, Drum Workshop, and Electo-Voice.

Special funky gratitude from J to T.

Ray would like to thank Amy Marie Motta for her inspiration and always believing in him.

Jim would like to thank Laurie and Lindsay Alexis Matheos.

Very special thanks to Joe "bones", "bonesy cow", "bones e. newman", "boney fife", "bone-zo the clown", "bones on the rocks", "crampaw", "mike white", "heavy metal kid", "blue collar man", "disheveled boy", "spork", "murk", "moe", "mondo", "sav", "rogue male", "danny", "rewind", "dumpy", "the chokester", "the incinerator", DiBiase for his contributions and dedication over the years. We'll never sound the same!

Released on 04/22/1997
Metal Blade Records
(3984-14129-2)

The following notes are taken from the back of the pre-release promotional CD (Metal Blade Records 957-2).

A Pleasant Shade Of Gray marks a new chapter in the Fates Warning story. Not only is the album one song, clocking in at over fifty five minutes, but a couple of new musicians were enlisted to help out the Fates Warning nucleus of guitarist/songwriter Jim Matheos, vocalist Ray Alder and Mark Zonder on drums. Ex-Armored Saint bassist Joey Vera was brought in to round out the rhythm section with Zonder while Kevin Moore from Dream Theater was recruited for his expertise on keyboards. Matheos wrote the album from his home in New Hampshire after Fates Warning completed their tour for the 1994 release, Inside Out. A Pleasant Shade Of Gray reflects the changes that the band has gone through over the years with it's variety of styles and the maturity of the songwriting and musicianship. Parts of the composition are reminiscent of vintage Fates Warning from the No Exit or Parallels period while other sections border on industrial, progressive rock and even classical. The album has a huge atmospheric sound comparable to the likes of Yes or Pink Floyd thanks to the production of Terry Brown, who is famous for his work with Rush. All of the actual album artwork is also by Hugh Syme who has done the last three Fates Warning covers as well as most of Rush's. The progression that Fates Warning exhibits on this, their latest masterpiece, can also be compared to the changes that a certain Canadian trio has undergone over the years. It is the continuing development of Fates' sound that makes this the most anticipated and ambitious release of their illustrious career.
Miscellaneous Album Notes
Q. What is the crowd chanting in Part VIII?

A. From Dave King
OK I'm no Kraut jammer, but I know for sure they're chanting ZUGABE.
In German, it stands for "supplement", "extra". i.e. asking for an extra song.

You can hear such chanting at the end of Running Wild's "Ready for Boarding" CD or Sabbat's "The End of the Beginning" live video. I also hear it often when I go to gigs in the German part of Switzerland.

Q. What are some of the silly names in the liner notes?

A. From Chris
Silly names: Well, they referred to Joe as "mike white" in the liner notes, and with no "Sal Mortadelli" in the credits, that must have been Frank Aresti (why no goodbye for him?) And Ray is most likely "Fidel Horrendous" as per his "Horrendous Music" credit in Inside Out, leaving only "George Hideous" and "Arthur Letsgoberg" as the mystery identities. My guess is that George is Jim, since that name is usually listed first, and Jim is the core of the band, but who knows? I don't. That makes Mark to be Mr. Letsgoberg.
The Japanese release of the album contains an extra track, ???

The album is also available in a Digi-pack version in Europe, with no noticeable differences from the domestic release).
The first single release (3984-24129-2) from the album contains the following:
1. A Pleasant Shade Of Gray: Part 2
2. A Pleasant Shade Of Gray: Part 2 Remix (Previously Unreleased)
Remix deranged by Steve Tushar of Carbon 12
3. A Pleasant Shade Of Gray: Part 7 Demo Version (Previously Unreleased)


This press release was issued March 1997 by Metal Blade Records.
Press Release

fates warning

Jim Matheos formed Fates Warning with original bassist Joe Dibiase nearly fifteen years ago in their home state of Connecticut. Since then the band has released eight albums, of which the new A Pleasant Shade Of Gray is emphatically the most ambitious - no mean accolade for a band which has always tended to push the boundaries.

Indeed they have. A Pleasant Shade Of Gray is one continuous CD length performance fully indulging the band's dual penchants for expansive progressive rock and mellower, darker moods as well, yielding the most ambitious record yet in a career rarely characterized by restraint. The work was crafted over a period of a year, with writer Matheos mailing tapes from his New Hampshire home to vocalist Ray Alder and drummer Mark Zonder in Los Angeles. Astonishingly the players were able to master the intricacies of Matheos' creation long distance, with the record being completed after two weeks of live rehearsals and a month in the Carriage House studio (where they had made one of their pinnacle records Perfect Symmetry) with returning producer Terry Brown. All of this included the the time it took to integrate two guest musicians, former Armored Saint bassist Joey Vera and ex-Dream Theater keyboard player Kevin Moore, the latter drafted in to augment the progressive flavor of the record by taking over some of the parts normally allocated to guitar.

The genesis of the Terry Brown/Fates Warning relationship can be traced back two records to the acclaimed Parallels in 1991. Parallels marked the band's most coherent attempt to make progressive metal both concise and accessible. This was aided by the producticn talent of Terry Brown who had honed his skills by workmg an countless Rush albums. Buoyed by Parallels' support in the media and amongst their dedicated fans, Fates Warning went back into the studio to record Inside Out, a similarly concise album produced by Bill Metoyer. The record continued the group's progressive journey in a vein similar to the singles oriented Parallels.

"I think all of our records have been drastically different with the exception of Inside Out and Parallels" Matheos notes, "And looking back that might not have been such a good move. We repeated ourselves and when we stepped away from it at the end of touring with it we weren't pleased with that; so this time we've done something radically different."

Matheos, who wrote all of the lyrics as well as the music is happy to discuss the latter but balks at clarifying the former, preferring to leave the discerning listener to reach his or her own understanding of exactly what A Pleasant Shade Of Gray is all about. "I don't have anything to say on the lyrics," he demurs "I'll only regret trying to encapsulate in a few sentences what took a year to write and an hour to get across."

That latter aspect clearly has a bearing on how the band touring is going to be handled. After much internal debate the piece was not divided up into subtitled movements; a compromise sees it punctuated into twelve sections on the CD, so favorite moments can be returned to, but the intention is to perform the whole piece from beginning to end on stage without interruption or omission. In the event that an opening slot on a major tour is offered then this resolution will clearly have to be reconsidered, but Fates Warning intends to do it's collective best to maintain the integrity of what is a very special record indeed.

METAL BLADE RECORDS INC.

Lyrics
Music and lyrics by Jim Matheos

Top of Page Part I
so where do we begin
and what else can we say?
when the lines are all drawn
what should we do today?

Top of Page Part II
are you listening
am i here screaming?
drowning in a silent sea
or only dreaming?

drifting in and out
his mind never rests
lying in shadows
replaying a thousand regrets

can you hear me
am i getting through?
a million miles away
or here beside you?

drifting in and out
his heart never forgets
lying in shadows
replaying a thousand regrets

and the minutes just pass
as the hours change
and the shifting sands
slowly rearrange

drifting in and out
his mind never rests
lying in shadows
replaying a thousand regrets

Top of Page Part III
there's a cloud above us
and there's a shadow on us
and outside of us
hangs this shade of gray

rain falling
hours crawling
all around this shade of gray

there's a chill about us
and there's a sadness with us
and deep within us
lies this shade of gray

rain falling
hours crawling
all around this shade of gray
this shade of gray
"rain's falling, hours crawling"
this shade of gray
"rain's falling, hours crawling"

there's a space beside us
and there's miles between us
and all around us
grows this shade of gray

rain falling
hours crawling
all around this shade of gray

rain falling
hours crawling
all around this shade of gray
this shade of gray
"rain's falling, hours crawling"
this shade of gray
"rain's falling, hours crawling"

Top of Page Part IV
listen
only us breathing
and the rain keeping time
dividing the silence
in a distant thunder

listen
only hearts beating
and the rain keeping time
measuring out the minutes
and taking us under

Top of Page Part V
murdered in munich
crucified in rome
was killing time
on the long road home

let nothing bleed into nothing
and did nothing
let nothing bleed into nothing
and did nothing at all

withered in winter
wished away the night
was out of mind
while out of sight

let nothing bleed into nothing
and did nothing
let nothing bleed into nothing
and did nothing at all

let nothing bleed into nothing
and did nothing
let nothing bleed into nothing
and did nothing at all

watched the days just pass
as the seasons changed
and the shifting sands
slowly rearranged

but i will not eulogize
i won't apologize
i will not defend
anymore, anymore
i will not dramatize
i won't soliloquize
i will not pretend
anymore, anymore

Top of Page Part VI
i know that i don't know you
and you couldn't know me
but time and space collided
and here we are, here we are

i know that you don't understand
and i can't explain
but circumstance conspired
and here we are, here we are

"the time is four nineteen..."
"time flies..."
"???"
"the answer is no..."

and i know we can't turn back all the years
time reflected in a shade of gray
but i often wonder what could have been
and i still hold on to yesterday

and i know we're not children any more
innocence lost in a sea of gray
but i often wonder what else could be
and i still dream of running away

so where do we begin
and what else can we say?
when the lines are all drawn
what should we do today?

Top of Page Part VII
stare from the darkness
hear the silence call?
devise divisions, delay decisions,
watch the hours crawl and...

let nothing bleed into nothing
and do nothing?
let nothing bleed into nothing
and do nothing at all?

recite soliloquies
to shadows on the wall?
revise revisions, reverse decisions
watch our heros fall and...

let nothing bleed into nothing
and do nothing?
let nothing bleed into nothing
and do nothing at all?

"i want you to do me a favor..."
"i want you to get a gun...and just shoot me! shoot me!"

let nothing bleed into nothing
and do nothing?
let nothing bleed into nothing
and do nothing at all?

let nothing bleed into nothing
and do nothing?
let nothing bleed into nothing
and do nothing at all?

Top of Page Part VIII
(Instrumental)

Top of Page Part IX
stayed up late last night
lying here in bed
looking for words
to say the things i left unsaid
wind at my window
whispers to me instead
and i lie alone
writing letters in my head

where you are, i am
through nights that never end
where you are, i am
in words i'll never send

walked alone last night
cold streets of could be anywhere
looking for words
to share the thoughts i could not share
road at my heels
takes me away instead
and i walk alone
writing letters in my head

where you are, i am
through streets that never end
where you are, i am
in words i'll never send

where you are, i am
through nights that never end
where you are, i am
in words i'll never send
never, never send

stayed up late last night
lying here in bed
still looking for words
still writing letters in my head

Top of Page Part X
(Instrumental)

Top of Page Part XI
do you think that i, that i remember
do you think that i, that i recall
when you were falling
and i just watched it all?

do you think that i, that i remember
do you think that i, that i recall
when you were breaking
and i just let the pieces fall?

don't you think that i remember
don't you think that i recall
when you were alone, oh all alone
and i didn't hear, hear your call?
call... hear you call, hear you call, hear you call...

Top of Page Part XII
this shade of gray
this certain sadness
this cold morning light
and this silent madness
it hangs in the air
it hangs like a memory
it hangs like a cloud
it hangs on desperately
between dark and light
between was and be
between young and old
between you and me
between you and me

i remember cities
and i remember rain
like the sound of your voice, falling
these memories and more remain
i remember winter
and i remember strain
like the sound of your voice, breaking
these memories and more remain
i remember the nights
and i remember pain
like the sound of your voice, alone
these memories and more remain

so where do we begin
and what else can we say?
when the lines are all drawn
what should we do today?

close our eyes awhile
as morning shadows play
and listen to the rain
wash the long night away
face to face we'll awake
to see another day
and with hope in our hearts
embrace this shade of gray
this pleasant shade of gray

Top of Page

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A Pleasant Shade of Gray - Fates Warning

l Blade
Lyric Translations
The lyrics have also been translated into the following languages:

Dutch
German
Italian
Norwegian
Swedish