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Popatopolis (2009): Now You Find the Servant Is the Master

Popatopolis (Clay Westervelt, 2009)


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The Bitches of West Wing? The Riches of Nestling? The Midgets of Wrestling? But no…

They’re making a documentary about me,” Jim Wynorski grumps, on camera, into the phone to someone towards the beginning of this documentary. “I think they’re nuts. They think this thing is gonna make money.” I have no idea whether this movie, which according to IMDB cost about a quarter-million to make, ever proved out. But one way or the other, Clay Westervelt has made a ridiculously entertaining documentary (which takes its name from one of Wynorski’s aliases, Tom Popatopulous), and if it hasn’t proved out, it certainly should.


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“You know what’d be awesome? Aim so that it looks like his head is one of her tits…”

The challenge: Wynorski, one of Z-movies’ most experienced veterans (as of this writing, according to IMDB, Wynorski has directed ninety-one films since The Lost Empire, his 1985 debut), is out to film an “erotic thriller” (really, a silly made-for-Skinemax exploitation flick) called The Witches of Breastwick in just three days and with a budget of just thirty grand (someone please tell me I heard that wrong!). (A piece of trivia the movie failed to mention: this was one of just eight films Wynorski made in 2005, including its sequel, imaginatively titled The Witches of Breastwick 2.) We start off with the usual sorts of “Jim’s a great filmmaker!” interviews with the likes of Tom Savini, Roger Corman, and Andy Sidaris. After that, we get to the filming of Witches, and if you ever had any illusions about what life as a scream queen is like, the movie shatters them in the first thirty seconds of this bit. There’s no drivers, no make-up or hair folks, no catering, everyone sleeps in the same crappy house (with no towels and a washer and dryer that are on the blink), etc. This is like the worst living situation you had when you were between jobs and trying to survive on ramen and peanut butter (with no bread). It’s like reality TV, except no one gets voted off the island (and they’re all working for scale or less). Wynorski is pushing his crew for over one hundred setups a day, when the crew on a big-budget feature will do half a dozen, maybe ten… how will they actually do this, and will they manage it without going insane?

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They don’t call ’em “scream queens” for nothin’…


You can’t help but love the schadenfreude of the whole thing, between actresses blowing their tops (not to mention at least a dozen of them losing their tops), crew members off to the side wondering why the hell they’re doing this, the sense of sheer betrayal some cast members feel when they find out Wynorski cast a porn star to handle some of the steamier scenes… it’s all comedy gold. This is craziness on a level rarely seen, and perhaps even a level rarely achieved. Westervelt has a great deal of fun with his subject and surroundings, and I suspect you will as well. This is good stuff indeed. *** ½


Now that’s what I call a long-form trailer… four and a half minutes!


About Robert "Goat" Beveridge

Media critic (amateur, semi-pro, and for one brief shining moment in 2000 pro) since 1986. Guy behind noise/powerelectronics band XTerminal (after many small stints in jazz, rock, and metal bands). Known for being tactless but honest.

3 responses »

  1. This has been sitting in my queue for awhile, I feel a need to move it up the line now, lol.

  2. Pingback: Not of This Earth (1988): Traci Lords Grows Up… Kinda | Popcorn for Breakfast

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