Compiling two existing projects—an unreleased Western-themed nudie cutie directed by Schafer called 'The Wide Open Spaces' and a short film by Coppola called 'The Peeper'—two unlikely men rendezvous on the Sunset Strip: unkempt desert miner Samuel Hill and John Birch Society dandy Benjamin Jabowski. Intent on some sort of mayhem, the duo enter the Herald Club before the burlesque starts, and they wire something to the electrical box, set to blow at midnight.

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Production and Crew