Released to positively wild public and critical acclaim at the height of the thrash metal boom, Annihilator's 1989 debut, Alice in Hell, was an unqualified triumph and epitomized the state of the art in terms of thinking man's thrash metal, but it was hardly a band effort. Indeed, though they are pictured on the sleeve alongside Waters (who wrote, produced, and played guitar and bass on the entire album), vocalist Randy Rampage (formerly bassist with legendary Vancouver hardcore band D.O.A.), drummer Ray Hartmann, bassist Wayne Darley, and second guitarist Anthony Greenham were little more than hired guns. Not surprisingly, both Rampage and Greenham were gone by the release of the following year's Never, Neverland (replaced by the equally improbably named Coburn Pharr and Dave Scott Davis, respectively), the beginning of a revolving door policy that would elevate Annihilator's musician turnover to Spinal Tap heights.

In any event, though not quite as inspired as its predecessor, Never, Neverland did decent business and the band's latest lineup capitalized by touring relentlessly behind it. A three-year delay and more lineup changes preceded 1993's Set the World on Fire, however, and the album's shocking move to adopt more traditional metal and commercial hard rock sounds wound up alienating most of Annihilator's fans, sending their popularity into a tailspin. Roadrunner issued 1994's Bag of Tricks compilation and promptly dropped the band, which quickly resurfaced with a new deal and several albums on Music for Nations (1994's King of the Kill, 1996's Refresh the Demon, 1997's Remains) but never again enjoyed anything similar to their original success -- despite Waters' retreat to thrashier terrain. Released in 1999, Criteria for a Black Widow reunited the guitarist with both Roadrunner and old singer Rampage, but subsequent albums like 2001's Carnival Diablos, 2003's Waking the Fury, and 2004's All for You marked a return to Annihilator's unpredictable musical about-faces and personal musical chairs.