There are pirates, ghosts and wood nymphs; there is outrageous dialog, ill-timed audio overdubs, incomprehensibly bad acting, there's even an English girl with a speech impediment and, oh yeah, sex - all the makings of classic porn.

While the bedtime stories themselves are inconsequential, they are the vehicles for the acting, which is absolutely classic. Among others, there's an exchange between Victoria Phillips and Steven St. Croix that would have made Ed Wood proud.

And the sex? Not bad. Brooke and Haley are fabulously beautiful and nice to watch, though the Brooke scene gets a little dull and the flies buzzing around the cock/pussy combo prove too much of a distraction during the Haley scene.

In the end, it's like a Misty Mundae vid with more explicit sex and better special effects, which isn't a bad thing. The acting makes it all worthwhile.