All American Girls 3: Up Up and Away, Uncut (1984)

76% (29 / 9)

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Description: A beautiful, wealthy woman owns an airline, but leaves the everyday operations to her husband. It isn't until after he dies that she discovers that he was taking more than a passing interest in his female passengers and employees, and she has to fight to keep the airline out of the clutches of her dead husband's sleazy partner.
Scene Breakdowns
Scene 1. Stacey Donovan, Paul Thomas
Scene 2. Cody Nicole, Paul Thomas
Scene 3. Debi Diamond, Larry Harwood
Scene 4. Ginger Lynn, Sasha Gabor
Scene 5. Stacey Donovan, Jerry Butler
Scene 6. Bunny Bleu, Cynthia Brooks, Paul Thomas
Scene 7. Gabrielle Behar, Sasha Gabor
Scene 8. Cody Nicole, Colleen Brennan, Laurie Smith
Scene 9. Bridgette Monet, Gabrielle Behar, David Cannon
Scene 10. Cody Nicole, Greg Rome
Scene 11. Colleen Brennan, Laurie Smith, Jamie Gillis
Scene 12. Cody Nicole, Jerry Butler
Review:
The third installment in Bill "Eagle" Milling's All American Girls saga constitutes a major step down from the previous two, though still superior to the next - the dreary HEART THROBS - with only the last, ORIENTAL JADE, recapturing the series' initial splendor. Trotting out yet another alias for the occasion, Milling once again raids his own back catalog of travelogue stock shots from previous international shoots, a familiar practice by now, considerably beefing up on production values. The late lamented Ken Gibb's appropriately glossy cinematography makes the most out of the director's auto pilot pretty people having photogenic sex in luxurious surroundings shtick. Somewhat ironically for a film about an ailing airline, this one never really leaves the ground!

Wealthy Constance Rand, played by stunningly gorgeous Cody Nicole who was billed as "Roxanne Potts" on Svetlana's action-packed SEX BOAT, owns Trans Global Airlines but has rather unwisely left management to philandering pilot husband Paul (Paul Thomas) who offers passengers a selection of lingerie-clad flight attendants like Stacy Donovan and Debi Diamond, back in her "Shelly Rey" days, for added incentive. His untimely death opens Connie's eyes to PT's true nature. Rather than fret about this however, she has to fight to regain control of her company from Paul's crooked business partner Walter Hibbel, a particularly plywood performance by alleged Burt Reynolds lookalike Sasha Gabor. As you can tell, there's quite a bit of plot here, too bad it isn't more interesting.

Awesome cast does its darnedest to turn up the heat with inconsistent results. Nicole has a scorcher of a reconciliation scene with PT and a jump rope as well as a pleasingly romantic, candle-lit fireside grope with blonde curly top Greg Rome. Portraying turncoat personal assistant Gail, then superstar in waiting Ginger Lynn is sadly wasted in a single encounter with the questionable Gabor. Movie's most arousing moments come courtesy of former sexploitation star Sharon Kelly a/k/a "Colleen Brennan" and leggy Laurie Smith as a pair of long in the tooth lingerie models ganging up on stalwart Jamie Gillis. Sultry Smith could always be counted on to jazz up any floundering fornication flick, Mike Stryker's dire SLIP INTO SILK making a good case in point, and she goes a long way to saving the day here. Rarely given much credit for thespian skill, she wowed disbelieving critics and fans alike with an unexpectedly stellar turn as Jerry Butler's wandering wife in "Cecil" Howard Winters's sophisticated SNAKE EYES. Solid leading man material as ever, the same Butler's on hand to provide the romantic fade out as Connie's erstwhile pilot paramour she broke up with over a layover fling eight years ago.

Ballyhooed "special guest star" Bridgette Monet does her usual uninspired number on husband Dave Cannon with a little help from succulent almost one shot Gabrielle Behar (whose only additional credit's for an obscure Hal Freeman video entitled RADIO K-KUM made that same year) as Connie's girl Friday Marilyn. Unappealing under the radar stud Larry Harwood makes his sole 35mm film appearance as the co-pilot left to take care of Debi when the lovelorn Butler can't be bothered. Crazy eyed cutie pie Bunny Blue reprises her Girl Scout routine from Svetlana's (A LITTLE BIT OF HANKY PANKY) with second-string starlet Cynthia Brooks - billed here as "Lisa Thomas" - from that same director's BAD GIRLS III in the video evidence that tips off Connie to her husband's duplicity.

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