VCA had the right idea: if you're going to remake one of the all-time classic porn movies, do something different - turn it into a musical.

Produced by Jane Hamilton, directed by Veronica Hart, it's a decidedly feminine, even feminist, take on the Henry Paris masterpiece. Hart had a big budget, and the money is all on the screen - and the soundtrack. It's the high point so far of her distinguished career behind the camera.

Music, lyrics and script are by Maxwell Hart. The songs range from silly to suavely sexy to downright passionate. All are actually sung by the actors.

Randy Spears plays a bored billionaire whose theme song is: "I run the show, I hope you know that the penis is the ruler of the world." It's actually sung by his dick, thanks to clever special effects.

That dick is constantly being sucked by a variety of women. Chloe plays his procurer and secret sweetheart. Together they go slumming in search of "a common streetwalking whore" whom they can turn into "a woman of the world."

At a club called The Underworld, they encounter Misty Beethoven, a hooker so funky and inept that she wouldn't get through the back door at the Bunny Ranch. One of the movie's ironies is that she's played by Sunset Thomas.

Spears promises her a million bucks if she'll let herself be transformed. After strenuous blowjob lessons, Chloe advises him to treat her like a person instead of a meat puppet, and she blossoms. Sunset is best in the character's more vulnerable moments, of which there are many.

Evan Stone plays a star-making music producer who has just lost his love, Asia Carrera, to another man. His lament, "Should Have Been Mine," is the best song and the best singing. He finds a new love when Sunset coos him a ballad, "Pretty Lies." They fuck in the control room, their images appearing on multiple screens.

In the finale, Misty, now an ultra-glamorous singer, performs at The Underworld as her transformers consummate their newfound love on stage. Spears, after a lifetime of getting blown in the male superior position, has genital sex, with Chloe riding on top. The women sing exuberantly, "The pussy is the ruler of the world."
This fine three-disc package brings back the glory days of VCA.

Pre-noms: Best Video, Best Director, Best Screenplay, Best Music, Best Actress (Thomas) Best Actor (Spears), Best Supporting Actress and Actor (Chloe and Stone), Best Sex Scene Coupling (Thomas, Stone), Best Art Direction, Best Editing, Best Videography.