Feel free to fast-forward through cute Amber Rain's couch bounce (mish, both cowgirls, doggie) with Talon, which has its share of moans but no evident real feeling, and move straight on to Thai/Irish Dana Vespoli, a 30-year-old who obviously hasn't wasted those years she spent in the mainstream world. Not the prettiest gal on the block, all thought of her looks will disappear once viewers see her in action.

Even better, though, is Brittaney Starr, the real-life sister of late '90s actress Terri Starr. Sis got Brittaney into the biz, and viewers will be the happier for it. Brittaney's got a great bod and no compunction against showing it, with legs spread wide. She enjoys her up close 'n' personal mish with Randy, delivers great hip action during the cowgirl positions and there's even a tiny bit of anal mish and A2M before his cock returns to her pussy for the cream pie.

While no one scene is nom-worthy, Up and Cummers 121 is certainly on our list for consideration as one of the best Pro-Am Tapes of 2004.