The group originated in London, Ontario, under the name Imagica, with members using pseudonyms and nicknames instead of their birth names. The group's original lineup formed when Michael Rainbow met Sara "Chibi" Taylor at Fanshawe College, studying in the same fine-arts program. The two decided to start a band for fun as they were already hanging around writing music together. Rainbow recruited childhood friend Michael Falcore to join on guitar since they had already been recording music together in high school. Aslan, who was also attending the same college, became roommates with Rainbow and joined on bass. In mid 2000, Dank, a long-time friend of Chibi's, joined to play live keyboards but left the group shortly before they relocated to Toronto.