Matty looks back at Fred Olen Ray’s tasty T&A comedy.
Shortly after the release of Hollywood Chainsaw Hookers (1988), Fred Olen Ray spitballed an idea in the pages of Horrorfan.
“Ross Hagen and I are thinking about making a movie titled ‘The Passion Pit’,” he said. “It could be sort of semi-autobiographical, about my time in the late ‘60s and early ‘70s haunting the drive-in. We could get all these great actors to do cameos as candy counter people. Kids under twelve years of age are admitted free, so I want a scene with Roger Corman as the guy in charge of the admission booth. We could have a guy drive up and claim his daughter is only ten years of age. Corman would say, “Young lady, would you step out of the car?” and he’d make her take a polygraph test. The kid would be grilled and finally break down: “OK, OK. I’m twelve,” and Roger would say, “OK, that’ll be—’’ and make her pay the admission price. The film on the drive-in screen would be one that we’d shoot as well, with Russ Tamblyn and Bill Smith. And everybody in this film would be a drive-in star.” 
Now, while ‘The Passion Pit’ as described wouldn’t materialise, its location-based hook and a few trace elements did evolve into BIKINI DRIVE-IN (1995) several years later.
First there’s Corman, who unknowingly helped hatch the production. Having recently finished Dinosaur Island (1994) for the wily exploitation icon, Ray used half of that picture’s pay cheque to finance the first four days of Bikini Drive-In’s six day shoot .
Then there’s the content. Though sidestepping anything explicitly autobiographical, Bikini Drive-In is a highly personal Ray vehicle in the same way that many of his self-funded features are. Exec produced by longtime pal and collaborator Jim Wynorski, written by Steve Armogida and John Willey, photographed by the indomitable Gary Graver on a 16mm camera supplied by fellow B-guru David DeCoteau, and featuring an ensemble comprised of such Ray regulars as Michelle Bauer, Richard Gabai, Peter Spellos, Tane McClure, Steve Barkett, Nikki Fritz, Hoke Howell, Deborah Dutch, Don Dowe, Tom Shell, and the aforementioned Ross Hagen, this lively yarn is basically the result of mates banding together to put on a show — something mirrored in Bikini Drive-In’s plot, which finds a group of pals helping to save the roadside picture palace bequeathed to a sweet-natured cutie (Ashley Rhey). Said help involves — well, just look at the title. Bikini Drive-In is a Ronseal movie (“does exactly what it says on the tin”) in the best possible way, and its spirited mix of beachwear and steamy softcore shagging as Rhey and co. attempt to raise $25,000 to stop the bank foreclosing her dearly departed gramps’ grindhouse positions Ray’s saucy epic as a high point of both the ‘90s bikini flick resurgence (The Bikini Carwash Company (1992), Beach Babes From Beyond (1993) etc.) and Ray’s own subsequent slate of swimsuit-centric T&A slot-fillers for Cinemax (The Girl From B.I.K.I.N.I. (2007) et al) .
Indeed, my fellow heavy-breathers will be delighted to know that Bikini Drive-In has plenty of flesh on display, the standouts being: a succulently silly striptease built around the power-packed Becky LeBeau and a waggishly indulgent Ray cameo; a hilarious and frequently topless Bauer in full ditzy minx mode; a heady burst of celluloid-wrapped wham-bam-banging from the sorely missed Fritz; and McClure’s unforgettable car dance — which was shot at 4:30AM on 17th January 1994, during the Northridge earthquake. Reports that McClure’s ground-shaking gyrations caused it remain unsubstantiated.
However, the biggest pleasure of Bikini Drive-In is its sense of humour. Despite its infectiously daft bent occasionally sitting at odds with the more ribald and porn-y passages, Ray’s bevy of rib-tickling non sequiturs, his pockets of nicely-done slapstick, and his wealth of reverential yet screamingly funny pokes at the type of cinematic fodder that caused him to fall in love with drive-in culture to begin with are impossible to resist. From the casting of Ed Wood perennial Conrad Brooks and legendary schlock producer David F. Friedman in small but pivotal roles, to the spoof trailers and snippets of various Ray joints that are used to represent what’s unspooling on the big screen (the trailers are mostly directed by Ray protégé Steve Latshaw, and the clips include Evil Spawn (1987), the Ray-produced, Latshaw-helmed Dark Universe (1994), and the Bauer-starring test footage that got Attack of the 60 Foot Centerfold (1995) the greenlight), the cheap n’ cheerful Bikini Drive-In might not be as grand or as sweeping in scope as Ray seemingly intended ‘The Passion Pit’ to be, but it’s still a sexy and wickedly entertaining paean to boobs, babes, B-movies, and friendship.
A staple of the USA Network’s Up All Night back in the day, a companion piece of sorts, Bikini Hoe-Down, followed in 1997.
 Interview with Bill George, Horrorfan, Vol. 1, No. 2, Summer 1989.
 The other half, fact fans, was spent on a membership to the Magic Castle.
 Sadly, the real-life drive-in where Bikini Drive-In was shot, the El Monte, is long gone. Located at the corner of Ellis Lane and Lower Azusa Road in El Monte, California, the outdoor cinema opened on 2nd July 1948 but was levelled and turned into a Home Depot in the early ‘00s.