Starrbooty is a 2007 film written by and starring drag queen RuPaul. It is the fourth in a series of films starring the title character, a top secret government agent and supermodel. The original three films (collectively titled RuPaul Is: Starbooty!) were all made in the mid-1980s by RuPaul and his friends with a budget of around $100, and were sold out of shopping carts around gay bars in Atlanta, Georgia. Plot The film's plot combines several elements from these original films. Starrbooty (RuPaul) is in the middle of a major karate fight when she receives a phone call informing her that her adopted niece Cornisha has been kidnapped. With the help of fellow crime fighter Agent Page Turner, Starrbooty learns that her nemesis Annaka Manners is using her billion-dollar cosmetics company as a front for kidnapping prostitutes and selling their organs on the black market. Starrbooty also discovers that Annaka is actually her long-lost sister, making Cornisha Annaka's daughter. Page and Starrbooty go undercover as prostitutes (as Pepper and Cupcake, respectively) and in order to be convincing enough to infiltrate Annaka's inner sanctum, they go "all the way" (this includes numerous sex scenes with explicit male nudity, generally designed for laughs). When Starrbooty finally confronts Annaka she discovers that Cornisha was in on the plot all along, and has become Annaka's lover. Informing them that they are actually mother and daughter, Starrbooty reveals Annaka's plans to double-cross Cornisha by selling her clitoris to a wealthy socialite (in one of the more memorable jokes, Annaka is also planning to sell Starrbooty's long legs to a "famous female rapper," quipping, "I guess they won't call her 'Lil' anymore!"). A final showdown between Starrbooty and Annaka leaves Annaka dead, and they are able to salvage Cornisha's genitals by taking Annaka's (a perfect biological match). Thus everyone who deserves to lives happily ever after. Cast RuPaul as Starrbooty/Cupcake Lahoma Van Zandt as Page Turner/Pepper Candis Cayne as Annaka Manners Gus Mattox as Max Jazmine Jimenez as Cornisha Dee Finley as Diesel Fortensky Corey Corey as Junebug Michael Lucas as Alexi Popov Owen Hawk as Dirty Talker Richard Lynch as Ol' Smeller Lady Bunny as Ms. Tasha Laura Forbes as Mrs. McGillicutty Ari Gold as Tyrone Cohen Tim Wallis as T'Misha Kayla Aguirre as Kim She Sweetie as Ol' Lestra Kayvon Zand as Suicide bomber Andre Robert Lee as Barley Joe Ovbey as Kidnap