was the third album released by Dream Theater. Released on October 4, 1994 by East West Records. It was the last Dream Theater album to feature keyboardist Kevin Moore, who announced his decision to leave the band during the production of the album. A heavy and dark album, it was released to mixed reception by the fans who were somewhat surprised by the change in sound from the lighter “Images and Words”. Awake would hold the record of the highest position (peaking at 32) on the Billboard 200 list until 2007 when Systematic Chaos peaked at 19.


Dream Theater

  • Mike Portnoy – Drums & Percussion
  • John Petrucci – Guitar
  • John Myung – Bass
  • Kevin Moore – Keyboards
  • James LaBrie – Vocals

Guest Musicians

  • Prix-mo – Dialogue on “Voices”


  • John Purdell – Production, mixing, engineering
  • Duane Baron – Production, mixing, engineering
  • Rich Kern – Programming on “Space-Dye Vest”
  • Ted Jensen – Mastering


  1. 6:00 (Moore) 5:31
  2. Caught In A Web (LaBrie, Petrucci) 5:28
  3. Innocence Faded (Petrucci) 5:42
  4. Erotomania (*) (Instrumental) 6:44
  5. Voices (*) (Petrucci) 9:53
  6. The Silent Man (*) (Petrucci, music by Petrucci) 3:47
  7. The Mirror (Mike Portnoy) 6:45
  8. Lie (Moore) 6:33
  9. Lifting Shadows Off A Dream (Myung) 6:05
  10. Scarred (Petrucci) 10:59
  11. Space-Dye Vest (Moore, music by Moore) 7:29

Length: 75:03

*- part of a bigger work called “A Mind Beside Itself”

About the Album

After the success of Images And Words, Dream Theater entered the studio with an increased level of pressure from the label to produce an album continuing the success. They wanted a marketable single, and they wanted a more metal-oriented album in the hopes that metal would be easier to market. The band recorded a much darker, heavier and longer album and for the first time filling a CD with music, something they would later become well known for doing.  It also features the release of the first long form epic, clockin in at 20 minutes: “A Mind Beside Itself”, although on the album it is presented as three separate songs. “The Mirror” and “Lie” also blends together as though they were one song.

Most of the album material for Awake was written in writing sessions between February and April 1994. For the first time in their career, they had a deadline imposed on them.


Singles released from this album were “Lie”, “Caught in a Web” and “The Silent Man”, but neither of these managed to recreate the success of “Pull Me Under”. The cover art again followed the idea of including pieces of the lyrics as pieces in the artwork itself. It was again created by Larry Freemantle. The title “Awake” can be found in the songs “Innocence Faded” and “Voices”. Some alternate titles to the album suggested were “Swim”, “Keymaster”, “Breathe”, “Reflections Of Reality”, “Isolation” and many more. The “Majesty Symbol” appears as an emblem on the ground on the cover art.

After the release of the album, Dream Theater had to scramble to get a new keyboardist. Moore had announced his departure, which came as a shock to some of the members, while others felt it was expected due to Kevin Moore having become more distant and wrapped up in himself. He often did not appear in the studio, and when he did he was more preoccupied with reading magazines than the music. After the recording of the album was done, Kevin Moore sold his belongings, packed everything into his car and announced that he was moving away from Long Island. When asked where, he just responded “I’ll let you know when I get there”.

The reason for him leaving has been stated that he wanted to take his music in a different direction, which has been made apparent in the Chroma Key releases.

Several keyboardists tried out (including Jordan Rudess who declined the offer), and the choice fell upon Derek Sherinian. Derek had only two weeks to prepare before the tour started, and had to learn several hours worth of complex music in that short time. Initially, Sherinian was taken in on a trial basis and only became a full member later on in the tour.

After the first leg of the tour, James LaBrie suffered a bad case of food poisoning, severly damaging his vocal cords. Not wanting to disappoint the fans, he went against doctors orders and performed the second leg of the tour. His singing became unpredictable, and this would be something fans took notice of. Only in 2002 would he find his voice again, after intensive training sessions and physical rehabilitation (on the ultimatum of either shaping up or ship out from the rest of the band).

“6:00” was originally called Beachhouse Reality, “The Mirror” was Puppies on Acid, Lie being “Kittens on Crack”, “Lifting Shadows Off A Dream” was Blowfish, “Caught In A Web” was simply Squid, Keymaster became “Scarred” and Fresca turned into “Innocence Faded”. The intro of The Mirror, called Puppies on Acid is still sometimes played live under that name, usually mixed in with another song. “Eve” and “To Live Forever” were tracks recorded during the sessions but not released as part of the album.

Awake is considered a Dream Theater classic, regularly featuring in the top 3 lists of fans. It is the second best selling album of the band, and contains several live staples (with the exception of “Innocence Faded” being played exceedingly rarely. “Space-Dye Vest” was a track written in full by Kevin Moore, and was brought in in full demo form. This was the second track completely penned by him, and consequently because of his departure “Space-Dye Vest” was not played live at all until 2011. Due to time restrictions, the cassette release did not contain the song Scarred.

The Awake demos was released on YtseJam Records, which includes the demos the band had written in the rehearsal studio before going to the recording studio in 1994. The album has never been played in full live, although several songs appeared on the “Along for the Ride” tour.

The album is somewhat known for its use of samples from various movies and TV shows, something the band had used before, but never to such an extent. “6:00” and “Space-Dye Vest” use these extensively, and “Voices” contains a spoken word section read by rapper Prix-Mo.

The lyrics on Awake are a great deal more personal and introspective, with very few abstract themes. Kevin Moore wrote both “6:00” and “Lie” about his decision to leave the band, and “Space-Dye Vest” about a crush on a person he’d only seen in a magazine. Portnoy wrote “The Mirror” about his struggles with alcohol, and this is often referred to as the “first chapter” of the AA-saga (even being referenced in the AA-saga itself – “Hello mirror, so glad to see you my friend”. Like “Scarred”, A Mind Beside Itself deals with mental illness, and how it can affect the perception and behavior of people. “Lifting Shadows Off A Dream” which Myung describes as being about a man and a woman and the duality in their relationship.

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