Procol Harum had a genuinely freakish history, transforming from successful R&B journeymen to progenitors of the prog-rock movement, thanks to a major hit with a melody cribbed from Johann Sebastian Bach that came out before they were even a proper band.

The nascent art rockers began as members of the Paramounts, an R&B outfit featuring pianist Gary Brooker, drummer B. J. Wilson and guitarist Robin Trower. The band -- which the three friends had formed as 14-year-old schoolmates -- not only had a chart hit (with a cover of the Coaster's "Poison Ivy"), they also had the distinction of being named by the Rolling Stones as their favorite British R&B group. But after reaching a respectable #35 with "Poison Ivy," the band never again charted, and were eventually reduced to serving as a backing band for proto-pop stars Sandy Shaw and Chris Andrews.

In September of 1966, the members went their separate ways, Trower and Wilson joining other bands and Brooker becoming a full-time songwriter with partner Keith Reid. Within a year, the songwriting duo had a prodigious body of work, and assembled a band they inexplicably dubbed the Pinewoods, with Brooker as pianist/singer, Matthew Fisher on organ, Ray Royer on guitar, Dave Knights on bass and Bobby Harrison on drums. Their first effort, produced by Denny (Joe Cocker, Bob Marley, Tom Petty) Cordell, was a brilliant yet esoteric scrap of poetry penned by Reid called "A Whiter Shade of Pale," which Brooker set to music loosely based on Bach's "Air for G String" from Suite No. 3 in D Major. By the time the recording was ready to be released, the Pinewoods had changed members, as well as their name -- taking their new moniker from either Steven's cat, or a rather loose translation of the Latin word, "procul," meaning "far from these things," which reflected the rather occult mood of the 1960s. Cordell sent a copy of this idiosyncratic single to infamous pirate station Radio London, and listeners responded enthusiastically after the very first spin, calling the station to demand more plays of the rather arcane sounding song. Decca Records, who hadn't yet released the single, recognized the demand for the record by pushing up the release date, getting discs into stores a month early.

Problem was, this ad hoc band had only the one tune, and had never before played live. But they managed to put together a credible set list and opened for Jimi Hendrix at London's Saville Theatre in June of 1967, about the same time that "A Whiter Shade Of Pale" reached the top spot on the U.K. charts, where it remained for a full six weeks (it went on to peak at number five in the U.S.). By July, the song became the number one selling record in the world, and had initiated a new genre dubbed "classical rock." Heady with success, bandleader Brooker didn't crack open champagne bottles, but instead fired Royer and Harrison, replacing them with his old school chums-cum-band members Robin Trower and B.J