The group blended soulful, gospel-tinged vocals with slick contemporary production and slight hip-hop influences.

Cassandra Lucas (b. East Harlem, NY) and Charisse Rose (b. Bronx, NY), the two members of Changing Faces, met each other while studying at New York's Music and Art High School. Following their high school graduation, the two went their separate ways, with Lucas studying sociology at Hunter College and Rose studying criminal justice at John Jay. Although both women were pursuing degrees, they hadn't given up on music and frequently performed as session musicians, singing demos, jingles, and background vocals. Within a few years, the two met again when they were hired as the touring supporting vocalists for Sybil.

Lucas and Rose stayed with Sybil for two years before deciding to team together as Changing Faces. The pair returned to New York, where they worked at a dermatologist's office in Manhattan during the day while recording demos at night with producer Dinky Bingham. Despite the long hours working on the demo, it wasn't a tape that led the group to Big Beat Records; it was the fact that they were heard by Kenny Smoove, head of Big Beat subsidiary Spoiled Rotten, as they sang on the street. A week later, the group had signed to the label, which was a subsidiary of Atlantic, and they had begun recording their debut.

Changing Faces' first two singles -- "Stroke You Up" and "Foolin' Around" -- were written and produced by R. Kelly, the hottest urban producer of the mid-'90s. The two singles reached the R&B Top Ten in late 1994, with "Stroke You Up" peaking at number three on the pop charts as well. Changing Faces' eponymous debut was released in 1995 and went gold on the strength of the two hits, even if the third single, "Keep It Right There," stalled at number 49.

Changing Faces returned in 1997 with their second album, All Day All Night. Kelly produced "G.H.E.T.T.O.U.T.," the first single from the album, and it was their biggest hit to date, reaching number one on the R&B charts and number eight pop. Their third release, Visit Me, followed three years later. ~ Stephen Thomas Erlewine