by Michelle Clifford and Bill Landis



(1973) Director:  Andy Milligan


Fleshpot on 42nd Street is Andy Milligan’s last sexploitation feature.  It displays a specialized situation that exists in high frequency red light districts:  The drag queen that hooks up with a female prostitute as co-conspirator.  Dysfunctional, predatory people by nature, they think they’ve got all bases covered.  Instead, they only attract tricks with the most repressed, twisted needs, making them all natural magnets for violence.  Only William Mishkin would finance a film like this.  He instinctively knew its built in tenderloin audience.  The subject matter has Shakespearean potential, but Andy turned it into a soap opera.  He goes for a cheap Tennessee Williams angst quality, which betrays his off-off-off-Broadway background. 


The movie is a showcase of Andy’s maddeningly intertwined strengths and inadequacies as a filmmaker.  Out of stubbornness, pride and economics, Andy did everything himself – the camerawork through that inexact Bolex, the editing, lighting, even the negative cutting, and it shows.  Andy’s haphazard compositions reveal his outward contempt for the world at large and his audience in particular.   The opening scenes of 42nd Street between Broadway and 8th Avenue are shot from a too quickly moving car, capturing none of the looming grindhouse marquees that are the Deuce’s most distinct feature.  What you do get is half-second long glimpses of assorted nothings like Childs’ Coffee Shop, Nedick’s and the Athena Liquor Store, and it’s frustrating!  The real settings were available but the movie too often feels like a filmed play.  When Andy cuts inside a bar or apartment, it’s extremely dark and looks like the Troupe Theater’s garage.  However, the aspects of the film that do work amidst the chaos are miraculous, capturing hidden societal reality in progress.


We first encounter the protagonist, Dusty (Diane Lewis) sponging off yet another trick.  The guy badgers her to get a job and clean his apartment.  “Everyone has to work.  We can’t all like what we do.”  Dusty quixotically replies that she can’t do anything that she doesn’t enjoy.  She’s like every Andy Milligan sexploitation heroine, from Liz in The Promiscuous Sex to Pussy Johnson in Guttertrash -- women who come to New York City, can’t take the 9 to 5 grind, and drift into prostitution and vice.


After Dusty pacifies the trick with some sex, she rips him off and fences his TV and radio.  Dusty then tricks with her fence and has the balls to steal from him, too.


Dusty rushes to 42nd Street to meet up with her drag cohort Cherry Lane (Neil Flanagan).  Andy Milligan horror aficionados will recall Flanagan as Guru - the Mad Monk.  Neil had a SAG card and did a lot of theater work.  He also turned up in nonballing roles in big budget seventies hardcore films.  Neil popped up as Daddy Warbucks in Little Orphan Sammy.  He played headshrinker to Harry Reems in the SAG approved porno chic freak oddity, Sometime Sweet Susan.  Andy’s decision to cast Neil as Cherry instead of a Warhol drag queen, who'd really want to be taken as a woman, paid off in spades.  Neil is terrific.  He’s as frightening as the genuine article:  a psychotic man in a wig and a dress.


In the tenderloin feeding chain, Cherry leeches off Dusty.  They throw each other tricks that they can't or don’t want to accommodate themselves.  Cherry passes Jimmy the sadist to Dusty.  Jimmy’s an Irish Catholic whose wife won’t make it with him.  He likes to give girls belt beatings.  The soundtrack, which is mostly found bits of saxy instrumentals, suddenly turns into a contorted version of the Mission Impossible theme.  Jimmy ups the ante with money, paying Dusty for a gangbang situation.  The first believable slob pulling the train is Fred Lincoln (best known as a porn actor and director).  Complete with a Lucky Strikes cough, Fred is every bit the skeevy Hell’s Kitchen junkie who’d shoot up on his toilet, the needle hanging out of his arm, as his wife and kids are banging on the bathroom door.


Dusty volleys this favor back when she throws a brutal trucker to Cherry.  In a scene reminiscent of Last Exit to Brooklyn or Heavy Traffic, the trucker knocks the shit out of Cherry when he discovers the obvious appendage.  “I guess he didn’t like my wig,” Cherry snipes.


When Cherry, Dusty and more of their tenderloin cohorts gather together, there’s a lot of Andy’s trademark overlapping dialogue.  However, much of it becomes incomprehensible because it’s a bunch of people shouting into one tiny mike.  There’s no layers to the sound.  Still, audible bits of conversation ring true.


Improbably at a 42nd Street bar, Dusty meets a nice guy from Staten Island, Bob.  He’s got a 9 to 5 job, and, incredibly, doesn’t hold her job as a prostitute against her.  He’s comfortable with her, and that’s what really matters.  Bob is ironically played by a clean-shaven Harry Reems, who’s billed as “Bob Walters.”  It’s startling to see the human being before Harry became the grotesque, mustachioed, drug fueled porno poster boy of the 1970s.  Harry demonstrates that he could play a low key, sensitive character as well he could the crazed Nam vet rapist in Forced Entry. 


The casting of Reems here is especially astute.  By the time Fleshpot on 42nd Street was made, Reems was easily recognizable to grindhouse audiences from Mishkin marriage manuals like All About Sex of All Nations.  However, his role as Bob indicates a surprisingly noble attempt by Mishkin at bringing sex out of the Man and Wife mode and into the narrative context.


The sex scenes between Bob and Dusty are among the most lyrical Andy’s ever shot.  They’re calmly composed and based in affection rather than Andy’s usual hostility.  By the time Dusty’s calling Harry “daddy” after spending the night with him, it’s like a heterosexual version of Andy with one of his princes.


However, you suspect that you’ll soon see the cracks in Bob’s prince charming veneer.  What was he doing in a 42nd Street bar filled with off-duty sex workers, anyway?  When will he shatter the romance by laying some sort of awful head trip on Dusty?  Andy supplies a quick resolution.  Bob is struck and killed by a car as Dusty walks him to the ferry.  Scenes like this demonstrate the unique visual disequilibrium Andy was so adept at creating.  Andy’s hand-held camera always seems to be moving a little too quickly or hectically, so when events break into a fast moving chaos, he’s actually in sync, and everything suddenly looks clear.  This is also evident in combative sex scenes, like when Jimmy goes berserk at the gangbang.  For all their improvisatory feel, Andy’s movies were heavily, verbosely scripted, but his screenplays would use one line, “SWIRL CAMERA,” to indicate these manic optical outbursts.


The last shot is of a vacant, junked out Dusty on 42nd Street, picking up another customer, completing the downward, yet all too believable, spiral inherent in Andy’s misanthropic, pessimistic world view.  You're left with the impression that Dusty will eventually die of an overdose.  Like Pussy Johnson in Guttertrash, Dusty has met the one guy who accepted her and offered her a door out of vice.  But the brief happiness she had with Bob has only made the misery of her situation more painfully obvious to her.


Diane Lewis is excellent as Dusty.  She’s touching, with deep, sad lines on her face.  Her sex scenes add to the emotional core she gives the movie and succeed in making her situation more believable.  She’s a fully realized, troubled  heterosexual female character, as opposed to the fag hags Andy usually employs.


Like all of Andy’s movies, there are pieces of him scattered all over Fleshpot on 42nd Street.  Neil Flanagan, as the dour drag, seems horrifyingly like a mouthpiece for Andy.  There’s a creepy autobiographical element about the relationship between Andy and his wife, Candy Hammond (who played “Pussy Johnson” in Guttertrash), in the story of Dusty and Cherry.  Cherry has throwaway, self-referential lines like, “Let’s go see Bloodthirsty Butchers and Torture Dungeon at the Lyric.”  Harry Reems gives a weird defense of Staten Island, New York City’s most provincial and yahoo populated borough, which Andy enjoyed living and filming in.


Fleshpot on 42nd Street displays Andy’s self-hatred rooted in what he was, where he lived, and the kind of people he spent his life associating with.  More than any of his other movies, it’s like flypaper for his mental illnesses, as if it were capturing and killing bugs that came out of his skull.  As fucked up and uneven as it is, the film remains an affecting portrait of a real life situation that’s soap opera based by nature.  Fleshpot on 42nd Street is a half-brilliant, genuinely alienated relic of its time and its maker.