It's a longstanding Hollywood joke that soundtracks for movies are recorded long after the last frame is shot. In the case of Suck It And See, this process was turned on its head. The project started as the fever dream of producer/DJ Howie B, who got a bunch of pals on his Pussyfoot Records label to create new tunes for a tribute to music from classic porn flicks of the late '60s and '70s. The result is the double-CD music set, Suck It And See, which has just been released.

So what do you do when you find yourself with over 90 minutes of movie music? You make a movie to go with it, of course.

Enter Jacob Pander. Pander directed the mind-fucking (and award-winning) underground film The Operation, as well as numerous music videos. With the help of Operation collaborators Arnold Pander (his brother and production designer) and Marne Lucas (costumer/photographer), Jacob constructed and shot a loose narrative around seven of Suck It And See's 18 tunes. The result is both visually and viscerally compelling, and captures the renegade spirit and imaginative eroticism of pre-hardcore sex flicks.

Suck It And See's set-up is quite simple. It's a glimpse into a decadent weekend in an unnamed city. The Girl arrives at the airport and is picked up by the Boy. They make love in the car and are later joined at their motel by the Blonde. All the while, they're being spied on by the Man, a dour, gray-haired stalker who was smitten with the Girl back at the airport. When they're not playing with each other, the Girl, Boy and Blonde take in a fetish photo party and a burlesque show before the Girl goes back to the airport for more sexual adventures. All this transpires to the beat of Howie B and label-mates such as DJ Miku, Chari Chari and Fantastic Plastic Machine.

Considering that porn was the original inspiration for the project, it would have been easy to slap together some bump-and-grind scenes and a lot of naked groping and call it a film. Instead, Pander and his collaborators push themselves, coming up with engaging scenarios and shooting them using infrared video or digitally inserting scratches and imperfections into their burlesque shots to give them the feel of cheesy old 16 mm loops.

Like the thing it celebrates -- sexuality -- the visual version of Suck It And See is a classy balance of sound, motion, and raw desire.

Suck It And See will be released on DVD in September 1999 by Palm Pictures.

Richard Kadrey writes about culture and technology in San Francisco. He has no qualifications for anything he does.