Originally published in Metal Maniacs magazine · March 2000
Dream Theater: Inside Scenes…
by Matt Johnsen
InterviewMike Portnoy22 min read
Dream Theater’s last album, 1997’s Falling Into Infinity, was an artistic miscalculation that seemed almost impossible to overcome. The slick, streamlined, and simplified commerciality of many of its songs practically drove a stake through the hearts of the band’s longtime fans, who had come to expect virtuoso musicianship, complex songwriting, and lyrical depth from a band that had hitherto epitomized progressive metal. The weak double live Once In A Livetime followed in 1998, and many former supporters, myself included, had all but written the band off. It came as no small surprise, then, to discover that the band’s new album was going to be a full concept album, a sequel to the fan favorite “Metropolis Part 1” from the inimitable classic Images And Words. It was perhaps on even greater shock to listen to Metropolis Pt. 2: Scenes From A Memory for the first time, because it did the impossible: it restored my faith in Dream Theater. Without exaggeration, this album is every bit as good as anything the band has ever done; it’s a 77-minute progmetal masterpiece that simply cannot be denied. Every performance is immaculate, from Mike Portnoy’s bombastic but mannered drumming to John Myung’s calculatedly technical bass work to John Petrucci’s godlike guitar wizardry. And after having done two Liquid Tension Experiment albums with Petrucci and Portnoy on the Magna Carta label, former Dixie Dregs keyboardist Jordan Rudess has been brought into the band to prove once and for all that Dream Theater can be great without Kevin Moore. Featuring a story that can compete with such classic concepts as Queensrÿche’s Operation: Mindcrime and King Diamond’s Them, Scenes From A Memory is an instant classic that should quiet any and all naysayers who thought that Dream Theater was done. It was my great pleasure to talk to Portnoy about this incredible comeback and the events that inspired it.
Metal Maniacs: When you did the original “Metropolis Part 1,” did you plan on following it up?
Mike Portnoy: We wrote the original in ‘89 and recorded it in ‘91 for Images And Words, and we sort of tagged the “Part 1” on just to be clever. There was never any intention of doing anything further. That was it! And then it ended up becoming one of the fans’ favorites, so we were forever plagued with the question of, “Where’s part 2?” So finally in ‘96, when we were writing Falling Into Infinity, we decided to dig into it and write a “Metropolis Part 2,” and we ended up writing about a 25 minute version—it ended up being so long that we didn’t put it on Falling Into Infinity. So once again we were plagued with, “What happened to ‘Metropolis Part 2’? When are we gonna hear it?” This time around we finally decided that it had to be on this next record, or else the fans would completely disown us, so we went in knowing that we were gonna put it on the record, but at the same time, we also had some talks about doing a concept record. We figured, “Why don’t we do the best of both worlds and do a concept album based around ‘Metropolis Part 2’?” We then went back to the version we wrote in ‘96 and picked out some bits and pieces we liked, and basically wrote a whole new approach to it from scratch and expanded it into a full 77-minute album.
MM: Do you know if John had the story that became Scenes From A Memory in mind when he wrote the lyrics to the first “Metropolis”?
MP: No, not at all. Like I said, when the first “Metropolis” was written, there was never any intention of doing a second one, much less a complete concept album. John’s lyrics to “Metropolis Part 1” were completely exclusive to that one song, that one piece of music. But this time around it wasn’t just John’s doing, it was a real collaborative vision. Most of John’s are exclusive to the new concept, and most of the old “Metropolis” references turn up in the lyrics that I wrote for this record. It’s kind of strange.
MM: The reason I ask is that in reading the “Metropolis Part 1” lyrics, they don’t make a lot of sense, but if you read them in view of what the story is now, it all comes together. Was it difficult to take that nebulous concept and turn it into a full story?
MP: I totally agree with you. I never understood what the fuck “Metropolis Part 1” was about. I used to look at those lyrics and say, “What the fuck is going on here? What does this mean?” And I don’t think even John knew what it meant. I think it was a fictitious story, but I don’t think he had a definitive explanation for it. If you listen to the lyrics of “Home” on the new record, there’s a million references to “Metropolis Part 1,” and what it’s finally doing is making sense out of those lyrics. I wish we could take the credit for having this vision 10 years ago and finally getting back to it, but the truth of the matter is we actually had to make sense out of those old lyrics by shaping the new ones around them.
MM: Can you briefly summarize the story?
MP: It’s a story about a person in the modern day, 1999, who keeps having flashbacks or dreams of this other world, this other life, and he goes to a hypnotherapist and gets regressed. He finds out that he is in fact the reincarnated soul of this girl that lived in the 1920s. And as the album goes on, he investigates this girl’s life and finds out that she was murdered at a young age, and she was caught up in this love triangle with two brothers, and that’s where “Metropolis Part 1” gets tied in with The Miracle and The Sleeper. Basically it’s a kind of murder mystery thing, where he’s investigating the murders, and throughout the entire album you’re led down one path toward solving the mystery, but at the end it sort of twists into some different places, and you can find some clues at the end of the album that lead you to believe something else. It’s very involved, and it’s constantly shifting back and forth in time. It’s like Pulp Fiction, where you’re jumping back and forth between the past and the present, and it’s told non-linearly, so you never know exactly where you are. It’s absolutely mandatory that you have the lyric sheet in front of you to understand who is speaking, and what time frame they’re speaking from. I know a lot of people snuck MP3s [onto the Internet] when the advances went out a month ago, and they probably had no fucking idea what the hell we were talking about; now I’m going online and seeing this incredible amount of analysis over the story line, and it looks like people are finally getting it now that they have the lyric sheet in front of them.
MM: Is there any particular significance to the pseudonyms The Miracle and The Sleeper? And why did you give them real names when they already had those?
MP: Well, The Miracle and The Sleeper originated in the first “Metropolis,” and at the time I think they were just sort of symbolic references, because it was dealing with two children, and that was the extent of where those lyrics went. But when we had to tie the sequel in, and deal with a love triangle and murder and deceit and drug addiction and adultery, certainly these were now people. They weren’t just children that had descriptive names attached to them. They were actually people; we had to create a story with two people, so now The Miracle and The Sleeper turned into Edward and Julian and were given names so you could actually see the human elements and get into the story.
MM: Is it safe to say, when you retroactively apply that to the first one, that Metropolis is Victoria?
MP: No. Victoria is a whole other entity who is not in “Metropolis Part 1” at all. Metropolis is Metropolis, basically it’s just the environment or the setting where some of these stories take place. In the new album, Metropolis is where Julian, who is The Sleeper, goes to get his kicks. He’s into drugs, he’s into gambling, and so Metropolis represents that, whereas the other part of the story takes place in the countryside, and that’s the other side. Basically, Victoria is a whole new character and she’s pretty much the centerpiece of the new album.
MM: Is there a particular reason why Edward Baynes is a Senator, or did you just think that would be cool?
MP: We just thought it would be cool.
MM: Is there any historical significance to the names?
MP: No. When picking out these names, we thought back to the ‘20s and tried to think of some names that stood out from those days, and Senator Edward Baynes sounded very ‘20s-ish, and Victoria was a very popular name back then, so we sort of had to do that in order to place ourselves in the historic picture.
MM: In the present part of the story, is The Hypnotherapist supposed to be British?
MP: Yes. The story takes place in America, but he definitely does have an English accent.
MM: Is he The Miracle reincarnated?
MP: You are correct. That’s one of the big debates going on online right now, but that’s what that final twist reveals. If you listen to the entire album up until the ending of “The Spirit Carries On,” you’re led down one path, believing one storyline: what the history books showed, what he’s discovered through newspaper research. Up until that, you’re getting one story. Then when “Finally Free” begins, the entire plot takes on a whole new twist, and you’re actually going back in time and witnessing the murder with your own two eyes and ears, so you’re no longer getting what the newspapers told, someone else’s story. You’re actually seeing and hearing the story yourself, so you know the truth and nobody else knows it. And then the very final minute on the album is on additional twist that takes place in the present.
MM: Who provided the voice of The Hypnotherapist?
MP: Well, we didn’t list him on purpose because we kinda wanted it to be a cameo, but I suppose it’s not really so much of a secret. It was Terry Brown, who worked on some of the recording process with us. [He’s] one of the legendary people in our career, because he worked on all the famous Rush albums, so it was nice to finally have this guy play a significant role on one of our albums.
MM: Is he British or just good at accents?
MP: He’s actually Canadian, but I believe he’s from England originally.
MM: Describe the songwriting process for this album. I heard you wrote the entire thing in the studio.
MP: Yeah, we went in and booked out the studio in February of this year and went in with nothing written. The only thing we had was a clear vision that John and I had mapped out, which was a) we were going to do a concept, and we had some ideas of the lyrical storyline, and b) we knew that it was going to be based on “Metropolis,” and c) we also knew that we were going to go for it with no regard whatsoever for radio or what the record company wanted. We were just going to do our thing. So we went in in February with just this vision and direction, but what actually came out was a collaborative thing, and we wrote all the music together. We started with composing all of music first, which is the way Dream Theater has always written, and basically the four instrumentalists did that. We spent months and months writing it all and putting it in an order that we felt flowed as a story. And once we were finished with all the music, then myself and John and [vocalist] James [LaBrie] sat down and mapped out all of the melodies for the music, and then we spent some time really digging into the storyline and breaking up the story very specifically, breaking it up into chapters and applying those chapters to different songs. At that point we assigned each [member] different chapters to write the lyrics to, but with very specific guidelines on what to write about, so we would all be on the same page. Then we all went off, wrote our lyrics, came back, James sang them, and that was basically the whole recording process.
MM: Did the success of the Liquid Tension Experiment mode of writing play into the reason why you did it this way?
MP: Definitely. The experiences that me and John and Jordan had doing the two Liquid Tension albums inspired us to do the record this way. It just seems like such a great way to make a record, just being in the studio and being as creative as possible together. For so many years we’ve gone into our own private studios and we would rehearse and write songs and spend months and months hashing out these songs and demoing them, so that by the time you actually get into the recording studio, some of these songs are a year old, and that initial spark that was there when you wrote it is long gone. So we learned with the Liquid Tension sessions the excitement of creating on the spot and then actually going to tape with that excitement. So many classic albums, everybody from Yes to Pink Floyd to Led Zeppelin, made records that way. It seemed like such a natural thing. But obviously, with Liquid Tension, the big difference was that we did those albums in a matter of one or two weeks; in this case we spent almost a whole year.
MM: You said that you designed the frameworks for the songs, lyrically and musically. Did you also plot out where the musical references to “Metropolis Part 1” would come in, or did they just come as a result of the jamming?
MP: That all happened during the music writing process. We had a big list of “Metropolis Part 1” references that we wanted to include. We also had the big list from the ‘96 version of “Metropolis 2” to utilize, which also had “Metropolis Part 1” references.
MM: Whose ideas were the choirs and the whole gospel feel to “The Spirit Carries On”?
MP: I can’t remember who suggested it, but it just seemed natural. I think when we were finally writing the end part, it was like, “Oh my God! It sounds like we’re in church! It sounds like there should be this black choir singing.” And then we said, “What the fuck? Let’s get one!” And that’s where it came about.
MM: Another of the novel musical bits that I really appreciated was the ragtime piano break in “The Dance Of Eternity.” Was that intended to tie into the 1920s theme, or was it just Jordan being a goofball?
MP: Both. Jordan is constantly pulling out these totally wacky cartoon things. We did some of them in Liquid Tension, like the ending of “Universal Mind” has a circus-like theme, and the ending of “Where The Water Breaks” had some weird things, so Jordan’s constantly pulling these things out of his hat. We’re usually twisting his arm to actually incorporate it into the music, and this was one that he pulled out when we were writing this instrumental, and we just said, “Oh yeah! We’ve gotta use that!” When you’re writing an instrumental, basically there’s no rules. Anything goes. So once we started horsing around we said, “Oh, we’ve got to throw it in. It’ll work with the whole 20s vibe and everything.”
MM: Toward the very end of the album there’s a sample of a newsclip, and it’s obviously about JFK Jr. What’s the significance of that, and how did you get it? Is it a real newsclip?
MP: That’s a real newsclip. What happened was, we were mixing the album, it was August and we were in Electric Ladyland Studios, and Jordan and I were building the last scene with the sound effects. And we realized that for the entire album, the whole story is told through the lyrics, and we knew that the lyric sheet was gonna have two fonts: one for the past and one for the present, so you would always know where you are. But we realized that for the final scene there were no lyrics, so there was no way for the listener to know if what you were hearing was from 1928 or from 1999. We knew that we needed a couple of sound effects to symbolize that you were in the present day, to really help drive the story line. And we said, “Okay, why don’t we have a TV on?,” and it just so happened that while we were making this scene, it was the day that JFK’s plane was still missing, so we turned on the TV and that happened to be what was on, so we figured, “Oh, this is great! This will historically mark exactly where we were when we were making this scene.” So the JFK reference is irrelevant to the story, but it’s relevant to giving the listener a point of reference as to where you are in time.
MM: The clip itself has an almost creepy relevance to the lyrics.
MP: Absolutely, with the Senator and everything. It really worked out perfect. It was one of those coincidences that really played into our laps.
MM: I don’t know if this was something you intended, but the musical end of “Finally Free,” which is a sort of everlasting riff that just abruptly ends, reminds me of “I Want You (She’s So Heavy)” by The Beatles.
MP: Absolutely.
MM: Was that on intentional homage?
MP: Well, no. It’s funny, because the ending of “Pull Me Under” was a direct ripoff of “I Want You (She’s So Heavy).” I’m a Beatles fanatic. They’re my number one favorite band, so I’m constantly thinking about direct ripoffs, or direct inspirations from them. And when we wrote “Pull Me Under,” that whole ending, where it just stopped from out of nowhere was totally ripped off from Abbey Road. This time around it wasn’t as specific. It was more of a general thing. We knew it was gonna build and build and build, and when we recorded it, we weren’t too sure of the sequence; we weren’t even positive that that was gonna close the album. We just knew that it was gonna vamp and then fade. Once we actually put it into the big picture and decided it was gonna close the album, that’s when we figured we could make it fade and then work into the final scene.
MM: What prompted the decision to go back to Bear Tracks Studio to record this album?
MP: We’ve always loved Bear Tracks. The only times we recorded at other places were because the producers insisted on it. When we did Awake, John Purdell and Duane Baron insisted on working at One On One in LA, because that’s where they were comfortable, so we went out there. When we did Falling Into Infinity, Kevin Shirley insisted on using Avatar Studios, because that was the place he worked at. So this time around we were self-producing, so we said, “What place are we most comfortable at?” And that’s what brought us back to Bear Tracks. It was great for me and Jordan, because we both live within 10 minutes of it, so it was a nice coincidence for us.
MM: Why didn’t Kevin Shirley mix the album?
MP: We had two complete mixes of the album. We had the entire album mixed by David Bottrill, and the entire album mixed by Kevin Shirley, and we picked and chose the mixes that we wanted for the final CD. We wanted to work with David, because David is really good at getting the real natural, organic sounds, and the dynamic parts of the album, because he’s worked with Peter Gabriel, King Crimson, and Tool. We figured between those three bands, he would be really good of capturing a lot of the organic, dynamic approach. And then we decided to let Kevin have a go at some of the tunes, because Kevin’s specialty is just getting that huge, big rock sound, a wall of guitars and drums. So basically we let them both have a stab at it, and we chose different mixes from each of them for the final album.
MM: Is this the first album that you’ve self produced?
MP: If you don’t count the Liquid Tension albums, yeah, this is the first Dream Theater album that we’ve produced ourselves.
MM: Why did you go that route?
MP: I’ve always wanted to do it! I mean, all of our demoing processes through the years we’ve always done ourselves, particularly me and John Petrucci. We’ve always run the board and engineered and mixed, and when it came time to do the albums, we’ve always had this outside producer come in, usually at the request of the label, but I know the other band members also wanted that objectivity. I personally never did. I always felt that we had plenty of chefs in the kitchen as it was, and I was always trying to twist the guys’ arms into doing it ourselves, because I know we’re more than capable. Myself and John Petrucci have very, very strong visions of where this music should go, and Jordan is also that type of a person. So I guess we finally convinced ourselves that we were ready, or rather I convinced the other band members that we were ready, and luckily the label was supportive of that, and they let us just go in and do it.
MM: When you tour in Europe, you always take some really cool band, but in the US you always tool around by yourself. What’s the deal with that?
MP: The main reason for that is that the cool bands we take out with us in Europe are on labels that give them the tour support that makes it possible for them to tour with us. So whenever we’ve taken out Enchant or Vanden Plas, or this band Tiles that we’re taking out, they’re all on this label called Inside Out over there, which always supports these bands and gives them tour support. Here in America, a lot of the cool bands are on Magna Carta, who don’t give their bands tour support. It’s kind of unfortunate. We would love to be taking out Shadow Gallery or Symphony X or whoever over here, but they just don’t have the means to do it. But we’ve taken out Fates Warning in the States, and Galactic Cowboys, and I Mother Earth. We’ve had some pretty cool opening bands in the States as well. One of our plans is to try to bring Spock’s Beard out with us, who are one of my favorite new bands. So hopefully they’ll hook up with us sometime on the next tour.
MM: So what are your touring plans?
MP: We start in Europe in a few weeks. We have a tour throughout November over there. We’re not going to do the entire new album just yet. We basically want to get comfortable on stage with Jordan in the band and just do a mixed bag of all of our tunes. So that’s gonna happen in November, and that’s gonna serve as a little warm up tour for us, and then come January, that’s when the full “Metropolis 2000” tour will begin. It will begin in America in January, and we’re going out with the Dixie Dregs as a special guest, and then a third band to be announced.
MM: On the subject of working Jordan into the band, why don’t you explain the whole situation behind how he came to be in the band, and why Derek [Sherinian] is out?
MP: It wasn’t so much what was wrong with Derek as what was right with Jordan. After John and I did two albums with Jordan, we looked at each other and said, “This guy is clearly the most talented, gifted keyboard player out there, and why are we limiting ourselves to working with him only on a part time basis? Why don’t we make the change and bring him into the band fulltime?” And we felt bad to do that to Derek, but it was really a business decision that we knew we had to make. We knew that we would be short-changing the band’s potential if we didn’t give ourselves the opportunity to make music with Jordan in Dream Theater. It was one of those unfortunate Pete Best/Ringo Starr kind of replacement things. But we’re still friends with Derek and we feel kind of bad that it happened, but at the same time we know that Derek was something of a controversial member, and he always came from a much different background than us. Derek was always from the Van Halen/”Hey dude!”/Aerosmith crowd, and Jordan is more from the progressive, technical background. Just different personalities, and Jordan fits in a lot more.
MM: Have you heard Derek’s Planet X?
MP: Yeah, of course! I think it’s a cool record! I think it’s what Derek really needed to do, because he spent so many years poo-pooing progressive music, saying, “I don’t listen to that stuff. I just listen to Ozzy Osbourne and that’s it.” And I think if he had run out and made a record like Van Halen or Aerosmith, he would have completely lost the Dream Theater fanbase, but I think that the fact that he made a progressive record was smart on his part.
MM: And also, I think a lot of people blamed him for the direction of Falling Into Infinity.
MP: That’s not so true. Kevin Shirley had a big part to do with it, the record company had a big part, and ultimately we had a big part. John Petrucci and I steered the ship just as much then as we do now; it’s just the way it’s always been. But we were trying new things. On every album we want to do different things, so on that album there was a lot of pressure from the record company to try to make some more concise songs. We took that as a challenge and tried to make the best songs we could within that type of format. This time around, we decided to make a very overblown progressive concept album. So you can’t blame Derek for that album. Not that there’s any blame that should had, because I think it was a strong album for the type of album it was. But it was all of us that made that record; it wasn’t any one person’s direction.
MM: If you had to do it again, would you have made the same album?
MP: Well, I wouldn’t have made that album to begin with! I was fighting with Kevin Shirley nonstop throughout the making of that record. If it was up to me, Falling Into Infinity would have been a double album, including all two hours of music that we had written, including “Metropolis Part 2,” and the songs would have been incredibly different. They would have been the original versions which we wrote. Songs like “Lines In The Sand,” “Take Away My Pain,” “You Not Me,” and “Burning My Soul” got drastically changed. So if we could go back, I would have made the original album that I wanted to make. I’m not saying I have any regrets, and as much as I disagreed with Kevin on a lot of those decisions, I am in no way badmouthing him because I absolutely love the guy. They were creative arguments, but we ended up really having a great time working with him, and we worked with him on the two Liquid Tension albums and the Dream Theater live album, and then this album in a mixing capacity. I have nothing but respect for Kevin.
MM: Whose idea was it to bring in Desmond Child?
MP: It was Kevin’s. He had worked with Desmond on the Aerosmith album, and we had a song called “You Or Me” sitting on the shelf that wasn’t going to be on the album, and Kevin said, “Hey, what if we had someone take a stab at this and fuck with it?” We said, “Well, we’re not planning on using it, so what do we have to lose?” And basically he ended up changing some of the lyrics and editing some of the music. It was an experiment, but it’s something that we would definitely never do again. But like I said, we’re willing to try anything once, and working with an outside writer was an experiment. It was kind of a different experiment because all he did was rewrite a song that we had. It wasn’t like he wrote something from scratch for us.
MM: Do you find it hard to please an audience that demands progression but at the same time has a sort of narrow set of expectations stylistically?
MP: Well, our fanbase is the most fanatical, devoted fanbase you could ever have, but because of that fanaticism, there’s always so much debate, and you see these online mailing lists or message boards and you could never fully satisfy everybody. I think with this album we’ve come as close as you possibly can to completely satisfy what I think our audience wants, and we set out this time around to give them what we thought they wanted. So if there are any complaints about this album, then we’re completely lost as to what the hell these people want.
MM: Why are there no band pictures in the CD booklet?
MP: That was a conscious decision to not distract from the concept. We’re not selling records on our looks anyway, so it was kind of unnecessary. If you look at The Wall or Tommy, or whatever, there aren’t band pictures on those albums. So we decided to focus more on creating something that would place people in the headspace of the story.
MM: My last question is a sort of philosophical one: how much do you love overalls?
MP: Uh [laughing], that’s a strange question! Almost as much as being naked! It’s second best!


