Down and out With the Dolls is a raunchy, wry and in-your-face tale of the fast rise and fall of an all-girl, four-piece Portland rock band, THE PAPER DOLLS.

Working day jobs while dreaming of success, aspiring young rockers KALI (Nicole Barrett), LAVENDER (Melody Moore) and REGGIE (Kinnie Starr) get the jump start they need when local legend FAUNA (Zoe Poledouris), singer for the seminal (if utterly obscure) Goth band THE SNOGS, joins them as lead singer. Ousted from her home and her band by her erratic, Eurotrash boyfriend PAULO (Mikael Jehanno), Fauna has been thrust back to square one. Street-wise and opportunistic, she stumbles upon the other girls, recognizing their usefulness as a ready-made and pliable supporting band with which to launch her umpteenth campaign for stardom. It doesn't hurt that guitarist Kali, recently rekindled a childhood friendship with LEVI (Coyote Shivers), lead singer of THE SUICIDE BOMBERS, a hometown band on the fast track to being acquired by local indie label POP UP RECORDS. Realizing that the Levi connection could prove decisive, scheming Fauna takes star-struck Kali under her wing. What better way to seize control of the band?

Initially, all goes to plan. With the help of Levi, The Paper Dolls land a deal with Pop Up Records, with plans to segue into conglomerate label SUMI, whose purchase of Pop Up ensures ownership of their entire catalogue, including The Paper Dolls. After years of struggle and frustration, Fauna is poised to enjoy the "breakthrough" she has always coveted. In fact, the future looks rosy for all four Paper Dolls.

Now all the girls need to do is save money. The band decides to move into "The Dollhouse" together while honing their songwriting skills. But pressures of cohabitation quickly take their toll.

Kali's growing resentment of the commercial direction in which Fauna is leading the band begins chipping away at their friendship. Still in her teens, and driven to write music by an earnest need for self-expression, Kali bridles at handing over her heartfelt songs to Fauna, only to have them revamped into vapid, radio-friendly pop nuggets. It also doesn't help that Fauna has caught the eye of Levi, and poses a direct threat to Kali's plans to be with him.

Bassist Lavender is also frustrated. She has put her relationship with long time boyfriend CLARK (Shawn Robinson) on hold so as to fully commit to the band. Previously, she and Clark were running an indie record store, and intending to set up house together. Now, with Clark growing increasingly distant and jealous (he's a frustrated musician himself), Lavender is beginning to weigh the cost of success. She also senses the battle brewing between Fauna and Kali for the affections of Levi, and is concerned that her friend Kali, so innocent and sensitive, will be the big loser.

Drummer Reggie doesn't know it, but she has a looming problem of her own. Her proclivity for casually seducing and then discarding female fans has seriously angered one of her conquests, HEATHER (Sierra Feldner). Mistaking Reggie's casual hedonism for the sort of "find 'em, feel 'em, forget 'em" treatment one would receive at the hands of a male rock star, Heather feels used and jilted. Seeking revenge, she has enlisted the help of MULDER (Brendan O'Hara), Reggie's long-suffering boyfriend-cum-lackey. The good-natured Mulder has no vindictive feelings toward Reggie-on the contrary, he idolizes her-but as Reggie rarely sleeps with him, the sex-starved Mulder is quickly, if reluctantly, seduced by Heather into aiding her in a scheme to humiliate the sexually amoral drummer.

All comes to a head during a two-day raver at the Doll House. The party, intended as the band's glorious coming-out, degenerates into a debauch marred by drunken recrimination and mudslinging. The next morning, a body is found-someone is dead-and the Dolls' world is forever changed.

Outrageous and droll, and marked by an appreciation for the way aspiring musicians live and scrounge, "Down and Out With the Dolls" is an underground comic book come to life, and features numerous cameos by real-life rockers, including Lemmy Kilmister (Motorhead), Janice Tanaka (L7), Inger Lorre (ex-Nymphs) and Coyote Shivers.