Directors: Aristide Massacessi and Steve Carver/Cirio H. Santiago
Shout! Factory

Shout! Factory is back with another trio of kick-ass femmes with THE LETHAL LADIES COLLECTION VOLUME TWO, which includes a restored version of THE ARENA, the rare COVER GIRL MODELS, and the almost-lost FLY ME.

Pagan priestess Bodicia (Margaret Markov, BLACK MAMA, WHITE MAMA) finds herself sold into slavery by the Romans and is purchased – alongside Nubian dancer Mamawi (Pam Grier, FOXY BROWN), Deirdre (Lucretia Love, THE EERIE MIDNIGHT HORROR SHOW), and proud Roman Livia (Marie Louise Sinclair, CAT O’NINE TAILS) – by Priscium (Silvio Laurenzi), the fey procurer of arena owner Timarchus (Daniele Vargas, TO BE TWENTY). Bodicia is outspoken in her objection to men being forced to kill each other for the edification of bloodthirsty spectators, as well as being expected to service the fighters the night before their bouts. When Marcus (Vassili Karis, THE BEAST IN SPACE) and Quintus (Jho Jhenkins, PERFUME OF THE LADY IN BLACK) – taken from the same tribe as Mamawi – are appointed to both take on head gladiator Septimus (Pietro Ceccareli, RULERS OF THE CITY) in a two-on-one fight, Bodicia and Mamawi are sent to service them (Septimus, the sure winner, already has a serious thing going on with Lucinia [Maria Pia Conte, THE HANGING WOMAN] with whom he has a child). Bodicia finds that Marcus shares her views, but he is pessimistic about the possibility of revolt and of his certain death. Quintus is initially aggressive with Mamawi, but she makes it known (and felt) that their encounter will be on her own terms. When both men are slaughtered in the arena the next day, Bodicia and Mamawi are saddened. When Livia – who still considers herself a good Roman citizen, and has tried to get in good with sadistic slave trainer Cornelia (Rosalba Neri, THE DEVIL’S WEDDING NIGHT) – throws a racial slur at Mamawi, they get into a violent altercation. Bodicia tries to intervene, and soon she and Mamawi are in a fierce battle. The fight is witnessed by Timarchus and Aemilius (Franco Garafalo, HELL OF THE LIVING DEAD) who suggests that female gladiators might attract more customers to the arena. Timarchus orders a reluctant Septimus to start training the women. The first battle is between Bodicia and the bubble-headed and inebriated Deirdre. It is a light-hearted affair that ends with a triumphant Bodicia allowed to spare Deirdre’s life; however, the next battle is set to take place between enemies Mamawi and Livia. When Livia introduces herself to the crowd as a “daughter of Rome,” they object to such treatment of a fellow citizen and Timarchus orders Septimus’ love Lucinia into the arena. Mamawi is triumphant, but she is reluctant to kill Lucinia despite Timarchus’ orders until his archer’s force her to chose. When Mamawi and Bodicia are next slated to fight, Bodicia plots with Septimus to lead an escape through the catacombs under the arena to the sea. The escape attempt fails, but Timarchus tells Bodicia and Mamawi that he will consider freeing the winner of their bout.

Released in Italy as LA RIVOTLA DEL GLADIATRICI, THE ARENA is not really a return to the Italian peplum of the 1960s so much as another variation on Roger Corman’s exploitation formula that had already given drive-in audiences a string of R-rated WIP (women in prison) films, and various statewide and Filipino-shot films involving stewardesses (FLY ME), models (COVER GIRL MODELS), female teachers (SUMMER SCHOOL TEACHERS), nurses (NIGHT CALL NURSES), Olympic athletes (EBONY, IVORY, AND JADE), and kung-fu chicks (TNT JACKSON). On the level of a WIP film – as well as on the level of Italian exploitation – the film fails to exploit one aspect by not giving Neri’s sadistic pseudo-warden any lesbian interest in any of the women (come to think of it, the film fails on the level of a Rosalba Neri film in this respect!). Director Steve Carver had made a few short films and had been accepted into the American Film Institute’s program. Corman saw one of his shorts – an adaptation of Poe’s “The Tell-Tale Heart” – and hired him to work at New World initially as an editor (and later a writer and script editor). Actor Mark Damon (THE HOUSE OF USHER) had headed to Rome in the early 1960s as one of the American cast of the AIP Italian co-production BLACK SABBATH (directed by Mario Bava), and stayed on to act in a number of spaghetti westerns, a couple spy thrillers, a giallo (Bava’s SCHOOLGIRL KILLER), and softcore 1970s horror like BYLETH and THE DEVIL’S WEDDING NIGHT (which he also produced under his real name Alan Harris) also with Neri. As westerns fell out of style, Damon feared that there would be less available roles for him and decided to get into producing. He contacted Corman about collaborating on a project, and Corman sent him the script for THE ARENA along with the stars and director while Damon had to supply the local crew. The production was initially to be shot in Israel with pre-Cannon Group Menahem Golan producing, but it proved to be too expensive. Carver headed to Rome and ran into problems with production quotas as an American director of an Italian production. He went to Madrid to mount the project with producer Gregorio Sacristan (HORROR EXPRESS), but he also ran into similar quota problems. He returned to Rome and directed the film under the name “Michael Wotruba” (the writing pseudonym of Aristide Massacessi, leading references – including Italy’s ANICA database – to believe that Massacessi co-directed the film). Carver observes that the pairing of Grier and Markov was meant to mirror the black-white pairing of Sidney Poitier and Tony Curtis in THE DEFIANT ONES; however, Grier and Markov had already been paired together as escaped convicts chained together in Corman’s BLACK MAMA, WHITE MAMA, and Corman says in the disc’s documentary that THE ARENA was mounted to repeat that pairing (which was more likely inspired by Poitier/Curtis pairing). As if it were a purely Italian exploitation film, the credits are rife with Anglicized pseudonyms for its cast. Silvio Laurenzi is credited as “Sid Lawrence,” Maria Pia Conte is simply “Mary Count,” Pietro Ceccareli is “Peter Cester,” and Vassili Karis is “Vic Karis.” While Neri is credited with her usual “Sarah Bay” pseudonym and Mimmo Palmara (A LONG RIDE FROM HELL) gets his usual “Dick Palmer” credit, Garafolo is oddly billed as “Christopher Oakes” instead of his usual “Frank Garfield” credit. Ceccareli, Karis, and Palmera were both reliable supporting players in Italian exploitation, starting out in the mid-1960s with the Roman peplum, and then moving on to acting and stunt work in spaghetti westerns, and smaller parts in gialli and sexploitation films (stunt coordinator Franco Pasquetto also started out in peplum and moved on with the trends to westerns). Laurenzi had a few acting roles as gay stereotypes – including a small part in Bernardo Bertolucci’s THE GRIM REAPER – but he was better known in Italian film as a costume designer (with several credits for both Sergio Martino and Umberto Lenzi. Salvatore Baccaro – aka “Boris Lugosi” of FRANKENSTEIN’S CASTLE OF FREAKS – has a bit part as a wine keeper.

The script – by John William Corrington and Joyce Hooper Carrington, who together had previously scripted VON RICHTOFEN AND BROWN and BOXCAR BERTHA for Corman, as well as THE OMEGA MAN – however, is better-written than not only the usual Italian exploitation pic, but also much of Corman’s New World production from this period. The central four characters of Bodicia, Mamawi, Deirdre, and Livia are distinct and dimensional characters, as are Septimus and Timarchus; and the script bothers to give rationales for the weak-willed villainy of Livia and Timarchus, both of whom are shaken in the aftermath the Lucinia’s death, which is poignantly felt for a character with so little screen time (indeed, the sequence cutting quickly between the agonized faces of Timarchus, Mamawi, Lucinia, and Septimus as Timarchus must decide Lucinia’s fate is successful not only as a climactic act break, but also as a turning point for the characters). The more brutal and calculating villainy of Lucilius (Paul Muller, A VIRGIN AMONG THE LIVING DEAD) – who gets to rape Bodicia – Aemilius, and Cornelia is not as distinct in the script; however, not conglomerating the characters allows for three fine and familiar additions to the already interesting cast. Swiss actor Paul Muller’s Italian exploitation career went all the way back to Riccardo Freda’s I VAMPIRI (which was finished by its cinematographer Mario Bava), and he appeared in a handful of peplum, and Italian horror films such as Riccardo Freda’s TRAGIC CEREMONY (as well as the Italian/Spanish FANGS OF THE LIVING DEAD); however, Muller is better known to sexploitation fans as a frequent and favored (and extremely patient) player in several of the loftier examples of Jess Franco’s international 1970s oeuvre like DE SADE 70, EUGENIE, A VIRGIN AMONG THE LIVING DEAD, COUNT DRACULA, and THE BRUTAL NIGHTS OF LINDA among others. Before THE ARENA, Muller had a larger part in the Italian-shot New World production LADY FRANKENSTEIN (also with Rosalba Neri). Franco Garafalo’s interesting face got him cast as various shifty characters in crime movies (THE COP IN BLUE JEANS, COLT 38), horror (CRIES AND SHADOWS, THE OTHER HELL), and sexploitation (SEX OF THE WITCH, THE TRUE STORY OF THE NUN OF MONZA), as well as – most memorably – the nutty, gung-ho, zombie-bating soldier Zantoro in Bruno Mattei’s HELL OF THE LIVING DEAD/ZOMBIE CREEPING FLESH. Rosalba Neri, of course, was an elegant fixture in some of the more perverse examples of Italian exploitation; usually cast as a depraved jet-setter or nymphomaniac (usually a combination of the two) in her more memorable films like AMUCK, THE FRENCH SEX MURDERS, SMILE BEFORE DEATH and TOP SENSATION/THE SEDUCERS; however, before the more permissive era of Italian genre films, she had a healthy resume of the usual peplum, westerns, and spy thrillers. Markov was born in California and started out in the biker flick RUN, ANGEL, RUN and had also appeared as one of Roger Vadim’s PRETTY MAIDS ALL IN A ROW, and had made New World’s THE HOT BOX before her more famous New World WIP film BLACK MAMA,WHITE MAMA with ARENA co-star Pam Grier. Markov met Damon on the set of THE ARENA and they later married. Stateside, they appeared together in William Sachs’ THERE IS NO 13 (Markov’s last feature credit).

The film was gorgeously photographed by Aristide Massacessi – who is better known to Italian exploitation audiences as Joe D’Amato, director of the Laura Gemser BLACK EMANUELLE films and countless other examples of softcore sleaze (and a couple hundred hardcore films in the 1980s and 1990s) – with striking compositions and contrasting scenes of chiaroscuro lighting schemes. The scene of Timarchus, Lucilius, and Aemilius in the steam bath is photographed entirely in a striking master shot that looks like a Caravaggio painting). Massacessi is listed in some sources as an uncredited second unit director, and it is easy to imagine that he took the directorial reigns for the sex scenes (which feature his usual top-lighting and roving camera). Francesco De Masi went all out for the low budget project with a mournful choral theme that highlights both Bodicia’s pagan religious background and the hopelessness of the slaves as they raped, tortured, and forced to kill one another (the surviving stereo tracks of De Masi’s score were released on CD by Digitmovies paired with the scores for the 1960s films SAMSON IN KING SOLOMON’S MINES and KERIM, SON OF THE SHIEK). Production manager Oscar Santaniello was a regular collaborator with Massacessi, producing the latter’s directorial debut DEATH SMILES ON MURDER (the year before) and his later ANTHROPOPHAGUS, as well as working as production manager on some of the BLACK EMANUELLE films and a couple of Massacessi’s later hardcore films (along with ARENA assistant director Romano Scandariato who penned DEATH SMILES ON MURDER). Art director Mimmo Scavia later worked on a handful of D’Amato titles as well, including IMAGES IN A CONVENT and PAPAYA. Piera Bruni and Gianfranco Simonceli – who together edited DEATH SMILES ON MURDER – are credited with editing on the Italian version. Joe Dante (THE HOWLING) is credited on the American prints. The film was remade in 2001 by Timur Bekmambetov (NIGHT WATCH) during Corman’s Mosfilm shooting period.

Released on VHS as NAKED WARRIORS by MGM/UA in a censored 78 minute version, and then later on cropped tape and disc in its R-rated 82 minute version by Corman’s New Concorde label, THE ARENA has been difficult to see in its proper scope dimensions – the film was shot in Techniscope, a non-anamorphic process that created a widescreen image by utilizing half of a 35mm frame (thus allowing twice as much footage to be shot per roll of film and for faster, spherical lenses to be used with less light) – outside of a passed-around recording of a foreign TV broadcast. Shout! Factory initially ran into trouble searching for scope elements for the film, and the 35mm print they acquired was missing to scenes. The progressive, 2.35:1 anamorphic widescreen transfer features intermittent vertical scratches, but is generally very clean and very complementary to Massacessi’s lighting and framing. The two brief missing were restored using the existing full-frame video master, and there is a change in framing and a drop in resolution during these bits; but these two instances comprise single lines of dialogue, and are extensions of the end or beginning of shots (so you can see what gets cropped out of the inserts). The Dolby Digital 2.0 mono audio is largely derived from the print’s optical track and features some hiss and crackle, as well as an instance of buzzing after a reel change. The audio for the two full frame inserts must have come from that master, and a cleaner experience might have resulted had that audio been synchronized to the whole print; but the faults are never disruptive.

Scorpion Releasing’s “Katarina’s Nightmare Theater” hostess Katarina Leigh Waters moderates the audio commentary with director Steve Carver. He expresses his admiration for the craftsmanship of the designers at Cinecitta; although, he confides that they really were not that well-versed in historical accuracy, so he had to specify what he wanted other than the Roman soldier costumes which were already available. He expresses an admiration for both Massacessi and De Masi (who later scored Carver’s LONE WOLF McQUADE), as well as the meticulous post-production sound crew at Fono Roma. He humorously discusses the superstitions of Italian film crews – including the one about the color purple that prevented Carver from having one of the characters costumed in the color – and production manager Santaniello’s apparently effective rituals to stave off bad luck (and inclement weather). The cast members trained and fought with real weapons, and Carver mentions Grier’s concern about fighting with the trident and assuring the others that she could do it safely. The editing phase took nearly a month, and Corman did not want to pay for Grier and Markov to stick around so they were dubbed by others; which, Carver surmises, is the reason why the actresses were reticent to do publicity for the film. Carver also mentions that an alternate title for the film was BLACK SLAVE, WHITE SLAVE (another reference to the previous Markov-Grier pairing).

The featurette “In the Arena” (18:08) includes interviews with Roger Corman, actor/producer Mark Damon, director Steve Carver, and actress Margaret Markov. Damon mentions that an actress named Joyce Ward was supposed to star in the film, but Corman then contacted him and told him that Grier’s BLACK MAMA WHITE MAMA co-star Markov was available (Damon initially wanted an Italian actress for the part). Corman discusses his preference for strong female characters, and Markov expresses her admiration of the scripting of the film’s characters. She also mentions that she and Damon were attracted to each other, but could not date during shooting because of Carver’s firm rule against fraternization. All of the participants speak warmly of Grier (Corman received an unprecedented amount of fan mail for Grier and decided to utilize her as much as possible). Damon mentions Corman’s notorious cheapness, and Carver fearing that Corman might cut arbitrary pages from his script during his set visit if they did not stay on schedule. Carver also mentions that Fellini’s AMARCORD was being shot at Cinecitta at the same time, and that he and Fellini often visited each other’s sets. Carver, Markov, and Damon all attribute the film’s T&A requirement to Corman, while Corman justifies having the actresses do their own stunts to the film’s verisimilitude. Carver goes in depth about the difficulty of working with the Italian editor and confirms that the film was edited in Rome, while Corman confirms that Dante did some additional trimming to the mostly finalized cut. A trailer (2:55) for the film under the alternate title, GLADIATOR WOMEN, is also included.

Disc 2 takes off to the east with a double bill of Cirio H. Santiago’s FLY ME and COVER GIRL MODELS. In FLY ME, newly transplanted from the Midwest stewardess Toby (Pat Anderson, TNT JACKSON) has just started a job with an international airline, and her first flight is to Hong Kong with two other more seasoned stewardesses: Andrea (Leonore Kasdorf, STARSHIP TROOPERS) and Sherry (Lyllah Torena, AND WHEN SHE WAS BAD). Klutzy Toby manages to meet cute with handsome bone specialist David (Richard Young, FRIDAY THE 13TH: A NEW BEGINNING), but then she is shocked to discover that her mother (Naomi Stevens, HARD TIMES) has booked a round-trip to keep an eye on her daughter (and her daughter’s virginity) on her first trip out of the country. Once they land in Hong Kong, Andrea heads to the apartment building where she has been living with her boyfriend Donald (Ken Metcalfe, ENTER THE NINJA) for more than a year (actually, with only two trips a month to Hong Kong, she realizes that she’s only lived with him for about six weeks) only to find new tenants. She visits his office and learns that no one has seen Donald in three weeks, and planned clandestine meetings with him often end in Andrea doing battle with kung fu henchmen. She finds a sympathetic ear in importer Rick Shaw (an uncredited Leo Martinez, ASWANG), but there’s more to him than meets the eye. Meanwhile, David finds himself constantly cock-blocked by Toby’s mother and bed-hopping Sherry finds herself abducted by yacht-owning playboy Bill (Cole Mallard) to be utilized as a sex slave in a side venture of drug-running Donald.

FLY ME’s tagline is “Stewardesses battle kung fu killers” but Kasdorf’s Andrea is the only one of the stewardess to do any kung fu battling with extras in two inserted scenes lamely choreographed by David Chow (technical advisor on the TV show KUNG FU) and lackadaisically directed by Jonathan Demme (SILENCE OF THE LAMBS) of all people – Demme had directed a couple Corman ventures, but demonstrates here none of the skill he already had – and photographed by Stephen Katz and his MESSIAH OF EVIL cameraman Sean Doyle. The screenplay – credited to Miller Drake (who was responsible for the gory opening sequence appended to New World’s release of Sergio Martino’s ISLAND OF THE FISHEMEN under the title SOMETHING WAITS IN THE DARK [later re-released as SCREAMERS]) – is just a mess. Although Anderson is given first billing, her character is the comic relief filler while Kasdorf searches for a vanished lover and Torena is tormented by her kidnappers. The music score is uncredited, and is likely an assemblage of library cues (including the repeated main theme which may originate from another New World production). Corman regular Dick Miller (BUCKET OF BLOOD) gets fifth billing (above Martinez, Metcalfe, and Torena) for his appearance in the opening sequence as a taxi driver who gets a rearview eyeful of Toby changing from her bikini beachwear into her highly-unflattering polyester stewardess uniform. Martinez is mistakenly credited as a “Tourist Guide” in the end credits, despite that not being his spy character’s cover and the fact that his character has a name (then again Young’s David is also simply billed as “The Doctor”). Vic Diaz does not show up until fifty-two minutes into the film and – out of the handful of films I’ve seen with him – his role feels almost like a cameo to shoehorn Diaz into every Philippine-shot film ever made.

FLY ME was the first of four New World Pictures productions with Pat Anderson (three of which were directed by Santiago). Prior to FLY ME, she had a small role in BONNIE’S KIDS and would appear in small roles in AIP’s DIRTY O’NEIL and Universal’s NEWMAN’S LAW before returning to the Philippines for Santiago’s TNT JACKSON. She made SUMMER SCHOOL TEACHERS stateside for New World and Barbara Peeters (HUMANOIDS FROM THE DEEP) before heading back to the Philippines for COVER GIRL MODELS. Throughout the 1980s, she had scant television credits and her last feature credit was Marilyn Chambers’ softcore ANGEL OF H.E.A.T. FLY ME is one of the few rare features in Kasdorf’s long CV of TV guest shots, but she also appeared in the Peter Seller’s comedy WHERE DOES IT HURT?, the direct-to-video AMITYVILLE: DOLLHOUSE, and STARSHIP TROOPERS. Torena first had an uncredited role in the New World nurseploitation film NIGHT CALL NURSES and also appeared in Gary Graver’s AND WHEN SHE WAS BAD and MIDNIGHT INTRUDERS (she is also credited with continuity on his 3 A.M. with Georgina Spelvin). Richard Young had previously in New World’s NIGHT CALL NURSES as well as the sex comedy HOW TO SCORE WITH GIRLS. One of his more mainstream roles was in the opening flashback of INDIANA JONES AND THE LAST CRUSADE as the tomb robber who gives young Indie his iconic hat. Martinez made a dozen films with Santiago, including TNT JACKSON and VAMPIRE HOOKERS, and is still working today. The Jersey-born Naomi Stevens worked early on with Charlie Chaplin and made a prolific film and TV career embodying various ethnic stereotypes for comic relief in shows like THE FLYING NUN, MY THREE SONS, and THE DORIS DAY SHOW or for “urban authenticity” in shows like DR. KILDARE, PERRY MASON, and THE STREETS OF SAN FRANCISCO. Metcalfe was a Filipino film regular, having worked with Eddie Romero (BEAST OF THE YELLOW NIGHT), Cesar Gallardo (BLOCK KUNG-FU), and seventeen pictures directed by Santiago (and more produced by him, including New World’s later UP FROM THE DEPTHS). He also worked as a writer (including scripting TNT JACKSON and its remake/retread FIRECRACKER) and behind the scenes on a number of larger films shot in the Philippines such as THE BOYS IN COMPANY C, APOCALYPSE NOW, and HAMBURGER HILL as well as a number of Cannon films like ENTER THE NINJA and MISSING IN ACTION. Santiago’s regular editor Garvacio Santos – as George Santos – is co-credited with Barbara Pokras, whose New World editorial credits spanned from included the Filipino-shot NIGHT OF THE COBRA WOMAN, THE HOT BOX, TNT JACKSON, and TOO HOT TO HANDLE, as well as the Italian/West German New World pick-up THE BIG BUST OUT and SUMMER SCHOOL TEACHERS. Joe Dante is credited as dialogue director, although I’m not sure whether that means he was on-set or merely supervised some of the dubbed-in bits of dialogue for the Filipino extras as well as some obvious added off-screen or over-the-shoulder added bits for the main characters as part of the post-production patch-up.

Pat Anderson, Vic Diaz, and Cirio H. Santiago are back in COVER GIRL MODELS. ULTRA magazine (“the magazine for the un-possessed woman”) editor Diane (Mary Waranov, SILENT NIGHT BLOODY NIGHT) is sending horny photographer Mark (John Kramer, STUDENT TEACHERS) to Hong Kong and Singapore for a photo-shoot with three models. Mark’s fine with the aspiring actress Claire (Lindsay Bloom, H.O.T.S) and the lovely Barbara (Pat Anderson), but he refuses to work with Pamela (Rhonda Leigh Hopkins, SUMMER SCHOOL TEACHERS), who cannot “smile without showing her fangs.” Mark offers to find someone else by the end of the day. During a shoot, high maintenance Pamela falls into a pool and cannot swim, so Mark’s assistant Mandy (Tara Strohmeier, HOLLYWOOD BOULEVARD) jumps in after her. When Mark sees Mandy’s wet T-shirt, he realizes that she has no business behind the camera. Mark, Mandy, Claire, and Barbara head to Hong Kong. While Mark is busy playing Henry Higgins to Mandy’s Eliza Doolittle – who is more willing to be seduced by Mark than to pose nude for him – Claire and Barbara are off having their own adventures. Claire is trying to attract Hollywood producer Sammy Melson (RIDE THE WILD SURF) so he’ll give her the lead in his next production, even though he tells her that models do not make good actresses. Barbara is romanced by kung fu fighter/travel agent Ray Chua (BLIND RAGE), who comes to her rescue when henchmen lead by Taiwanese spy Kulik (Vic Diaz, who else?) try to nab her because the photo shoot’s seamstress Juanita (Zenaida Amador, THE BIG BIRD CAGE) – also a spy – has sewn microfilm into the lining of Barbara’s dress which is bound for Singapore for the second part of the photo shoot. When Barbara wears the dress out to a yacht party and the microfilm disappears, she and the other girls become targets for agents and double agents.

Although long unseen, COVER GIRL MODELS is one of the lesser New World Filipino pics. The screenplay by Howard Cohen (DEATHSTALKER) is really is just a monotonous series of attempted abductions of Barbara (Ray rescues her twice, but when left to her own devices, she must flash a crowd to get taken into the safe custody of a policeman who could not be bothered with her pleas for help). For novelty, Claire gets chased and nabbed; however, she is abducted by Singapore’s People’s Liberation Army because she was trying to pass herself off as Tracy Marks (Nory Wright, HUSTLER SQUAD), the nymphomaniac daughter of the US ambassador (Joseph Zucchero, NAKED VENGEANCE). The subplot involving Mandy and Mark is not as funny as it wants to be (Strohmeier here is more annoying than zany and Kramer’s character comes off as a major sleazeball). The climax is reasonably entertaining, although this is another one of those films where all of the villain’s henchmen can rattle off machine gun fire and not hit anyone, while the protagonists can take them out easily with single shots. Ken Metcalfe plays a dual role in this film as a publisher (billed under the character’s name “Howard Shaw”) who also notices Mandy’s undisciplined modeling talent and – billed under his own name and heavily made up – as CIA agent Tom Mahoney who shows up late in the film what the hell is going on. It’s tempting to believe that his might be an added scene since the agent does not figure into the climax (Metcalfe played Anderson’s drug kingpin lover in TNT JACKSON); what second unit footage there is (directed by Mel Damski [YELLOWBEARD], who also directed second unit footage on New World’s SUMMER SCHOOL TEACHERS) is likely comprised of the LAX location shoot, and perhaps Waranov’s single scene. Indeed, this almost seems like a TNT JACKSON reunion with Diaz (although he’s simply a Santiago regular) and an uncredited Max Alvarado as “Number One.”

Bloom followed up COVER GIRL MODELS with a lead in AIP’s SIX PACK ANNIE and a long stretch of TV guest roles with only a handful of features in between like H.O.T.S., Crown International’s FRENCH QUARTER, THE HAPPY HOOKER GOES TO WASHINGTON, and then a regular role as the secretary Velda in THE NEW MIKE HAMMER with Stacy Keach. Strohmeier appeared in a number of New World productions including CANDY STRIPE NURSES, THE GREAT TEXAS DYNAMITE CHASE, as well as DIRTY O’NEIL (with Anderson), John Landis’ THE KENTUCKY FRIED MOVIE, and the Crown International pics VAN NUYS BLVD. and MALIBU BEACH. Kramer’s resume was almost entirely New World product including THE STUDENT TEACHERS, HOLLYWOOD BOULEVARD, as well as AIP’s TRUCK TURNER (all with Strohemeier, who also appeared with him in the TV movie THE 11th VICTIM). Ferrer was well-known in the Philippines as the James Bond-ish Tony Falcon Agent X-44 in nearly twenty films between 1965 and 2007. In 1981, he would appear in Santiago’s FIRECRACKER (New World’s remake/recycling of the TNT JACKSON story minus the blaxploitation angle). The score has a library music feel, but is credited to D’Amarillo, who has a healthy listing of Filipino scoring credits. Santiago regular Garvacio Santos is once again the editor, again credited alongside an American editor (this time, Richard Anderson).

Never released on VHS in the United States, FLY ME was originally intended to be included as a fourth feature in the LETHAL LADIES COLLECTION VOLUME ONE, but Shout! Factory had a difficult time finding film materials for the feature. Fortunately, they did eventually source a print and it’s actually quite good. The progressive, anamorphic 1.78:1 transfer has some vertical scratching (as well as a single frame tear), but is generally clean and colorful; however, there are two splices during topless shots of Anderson changing clothes in the back of the taxi cab (not so much damage, as frame extracted for the projectionist’s collection, but it’s not like there was an alternative source to use for a composite). The Dolby Digital mono audio is fine overall. A TV spot for FLY ME (0:30) is the only extra. COVER GIRL MODELS had a VHS release on Embassy Home Entertainment, likely the source of the unauthorized DVD release from Televista in the US and the equally unauthorized Blackhorse in the UK. Shout! Factory’s progressive, anamorphic 1.78:1 transfer surely beats them out with bold colors particularly Barbara’s red and gold dress), a clean image, and no distracting damage. The Dolby Digital mono audio is also in fine condition. No extras are included for the film (a New World trailer or TV spot would have been nice considering the usual ballyhoo the Corman titles get). Taken individually, FLY ME and COVER GIRL MODELS aren’t really worth the effort, and Shout! Factory probably should have given it the “Grindhouse experience” with a “Play All” option and trailers before and between the two features; however the set is worth the price alone for THE ARENA’s widescreen presentation and extras. (Eric Cotenas)