"Shadows II, The Top Shelf" opened on December 11, 1987 in the site of the old Hot Legs bar, operated by Dan Hewett who, along with Matt, was co-owner of the bar. (In a case of deja vu, this same establishment had, previously to Hot Legs, been named Shadows.)

According to a news article at the time, the decor at Shadows II was "quietly Art Deco with a color scheme of soft pinks, maroons and mauves accented by gentle tones of gray. The lighting is easy on the eyes, sufficient, yet with the right touch of intimacy that is heightened by the lush, thick carpet on the floor. The bar also has a great sound system. The bartenders wear gray and maroon, and serve even beer in long-stemmed goblets befitting the theme of elegance." (See also In Step, Steppin Out, v4-i22)

Grand Opening was around Valentine's Day, 1988, but before that, the bar hosted a Christmas dinner free to people "who have nowhere to go" (with a suggestion of a donation to MAP).