"Breakout" was co-written with Kiss member Eric Carr around the "Music from "The Elder"" recording era. The song, however, was not used on the record and was later released by Kiss on their "Revenge" album, with the title "Carr Jam 1981". The instrumental part of the song was written by Frehley and Carr; however, the lyrics of the song were written by Richie Scarlet, as this was one of his vocal performances on the Ace Frehley shows before he left the band in 1985. Scarlet confirms this in the 2019 book "Partners in Crime" by Alex Bergdahl and Carl Linnaeus, stating that Frehley's only lyrical contribution to "Breakout" was the line "The food here sucks, I am not about to wait". The band recorded a demo of the song with Richie Scarlet on lead vocals, and Frehley sharing the lead guitar solo parts with Scarlet. On the Frehley's Comet record lead vocals are handled by Tod Howarth with all the guitar solo parts handled by Frehley. Whenever Frehley performs this song live, he dedicates it to Carr.