By the time Kiss released "Talk to Me" on August 24, 1980, their original lineup had already lost one member and would soon lose another.

After spending the second half of the '70s as one of the most popular rock bands on the planet, the band's career was already in such sharp decline that "Talk to Me" - the second single from 1980's Unmasked - wasn't even released in the U.S.

Interpersonal relations within Kiss were also in bad shape. The album was their second in a row on which founding drummer Peter Criss was secretly replaced by session veteran Anton Fig. Frustrated by his role in the group and battling addiction issues, Criss officially departed Kiss in May 1980 and was replaced by Eric Carr two months later.

Another defection was fast approaching. "Talk to Me" was the second Kiss single to feature guitarist Ace Frehley on lead vocals, but he played his final show with the band less than four months after the single's Aug. 24, 1980, release.

Listen to Kiss' 'Talk to Me'

Overexposure and an increasing flirtation with pop and disco resulted in Kiss losing much of their loyal following. But as the ship was sinking, Frehley's personal stock was rising. Initially reluctant to sing on even the songs he wrote, the guitarist finally got behind the mic for 1977's "Shock Me," which quickly became a fan favorite.

When the splintering group simultaneously released separate solo albums the following year, Frehley's was widely regarded as the best of the four. It also spawned the biggest hit single, a cover of Hello's "New York Groove."

So when the band returned to the studio, he was given lead vocals on three of Dynasty's nine songs in 1979 and another three on the follow-up, Unmasked.

While the other members of Kiss look back at the era with disdain - Paul Stanley even referred to Unmasked as a "pretty crappy album" - Frehley remained proud of his work. "I again aced three songs on the record," he wrote in his 2011 autobiography, No Regrets. "Talk to Me" "became a big hit in Australia, and I performed it live in concert around the globe."

Frehley, who covered the Rolling Stones' "2,000 Man" on Dynasty, credited that band's guitarist for inspiring "Talk to Me." "That came together pretty quick," he said in 2004's Kiss: Behind the Mask. "I used a special tuning on that song, either a G or a D tuning, like Keith Richards would do."

Kiss' plummeting popularity kept them from attempting a U.S. tour in support of Unmasked. But the album's sugary lead single, "Shandi," which barely cracked the Top 50 in the States, become a surprise hit overseas, especially in Australia, where it reached No. 5. The band enjoyed a brief return to superstardom and fan mania during its November 1980 tour of the country, complete with sold-out shows, gossip-column headlines and fans gathering outside hotel rooms.

"Talk to Me" rode this wave with some degree of success, reaching the Top 40 in Australia, Germany and the Netherlands; it even made No. 10 in Switzerland. But as gratifying as the brief overseas popularity was, everybody in Kiss realized the band needed to change its sound for the next album.

But when Stanley and bassist Gene Simmons ditched the original back-to-basics plan in favor of what became the ambitious and doomed 1981 concept album Music From 'The Elder', a frustrated Frehley mentally checked out. He refused to join Kiss in the studio, contributing his guitar and vocal tracks through the mail from his home.

Just like Criss appeared on Unmasked's cover, Frehley's face showed up on the artwork for 1982's Creatures of the Night, even though he was already out of the band. He was officially replaced by Vinnie Vincent when Kiss toured in support of the album later that year.

Frehley and Criss returned to the group for a successful reunion tour in 1996. The guitarist even performed "Talk to Me" during the Japanese and Australian dates of the 2001 Farewell tour. Then he left the band again, seemingly for good this time.

Watch Kiss Perform 'Talk to Me' in 2001


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