Formed in 1989 by singer Andy Maize and guitarist Josh Finlayson, the band soon added Peter Cash, Wayne Stokes and bassist Ron Macey to their lineup. They quickly became a regular house band at Toronto's Spadina Hotel, often playing with Cash's brother, singer/songwriter Andrew Cash.
In 1989, the band became the first Canadian signing to Enigma Records. Their self-titled debut album was released on Enigma the following year, and spawned the singles "Monday Morning" and "I Will Give You Everything". However, the label soon went bankrupt, and the album was never properly promoted.
Some of Enigma's Canadian staff created FRE Records in 1992, and released the band's second (and most popular) album, Restless, that year. At the same time, Stokes left the band. Drummers Mike Sloski and Steve Pitkin filled in on drums until the band recruited Joel Anderson as its new permanent drummer. "A Penny More", the lead single from Restless, became the band's biggest hit, produced by John Oliveira and the band at Hamilton's Grant Avenue Studios.
Capitol Records, the distributor for both Enigma and FRE, also rereleased the band's debut album that year.
In 1993, the band's third album, Just Over This Mountain, was released, and consolidated the band's status by winning a number of music awards, including the Juno Award for Most Promising Group. Following that album, Anderson left the band and was replaced by Peter von Althen.
In 1995, the band signed to Warner Canada and released Road Radio. However, at this time, FRE went bankrupt, meaning that the band's earlier albums were no longer widely available. After the tour to support that album, Cash left the band. He was replaced by Paul MacLeod.