PLANET X started as a solo project of keyboardist Derek Sherinian, who left Dream Theater in 1999 after recording one album with the band. He immediately started to work on a solo album, in which he invited talented drummer Virgil DONATI as a guest musician. The result was so satisfying that the couple decided to make a new project and build up a formal band.

The band took the name of that first solo album of SHERINIAN, PLANET X, and invited legendary guitar player and studio musician Tony MacAlpine to join the band. The mixture of these different styles gave for result an instrumental rock band with tendencies to jazz/fusion, Hard rock, and progressive. The chemistry of the three talented musicians brought an impressive level of skills, time signature changes, heavy riffing, and back-to-back soloing in which the band shows a huge level of musicianship.