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"That counts as six," someone says with a laugh as the man walks off the set, which is decorated like a garage for a high-performance Indy car. At this point -- some 100-odd men into "World's Biggest Gangbang III: The Houston 500" -- no one is really watching the rolling counter behind the set. It occasionally rolls up by twos and fours and ...

"Next!" shouts production coordinator Jim Malibu, whose Wayfarers and Hawaiian shirt give him the look of one of the uncool cops from "Miami Vice." Houston means to have sex with 500 men before this day is out: "Next!" is really all that matters.

Tiger Bonesteel, a construction worker with creative facial hair, wears nothing underneath his paisley terrycloth bathrobe. When asked how he's feeling, he promises he is "loving every second of it; every minute of it, but I don't want to get too technical." A morass of inscrutable optimism, he is "looking forward to the future" and believes, "you've got to be born ready in this life." Of the 50-or-so men queued up near the "Gangbanger" entrance of the Canoga Park soundstage at 9 a.m., none seems as ready as Bonesteel. The men have come from all over North America, armed with $85 HIV test results in hand, to (as a Web promo on Houston500.com puts it) "sleep with" the adult actress named Houston.

There are three types of men here: the professional, the hopeless and the hopeful. In the last category is Bonesteel, who hopes his merciless manhood and reliable wood will serve as a springboard into the adult industry. Cameras crews are everywhere: shooting for Metro, the porn company with rights to the event; for the Playboy Channel; for French TV. One zooms in on Bonesteel. Yes, he has a girlfriend. Yes, she knows he's here. He's naked underneath his robe because ... why let clothes get in the way? Flexing his biceps and flashing his bod, he gets what he came for -- attention. This is something he shares with Houston.

Like the event that bears her (assumed) name, everything about Houston's physique is excessive, blown up. A surgically enhanced cartoon bombshell, she projects to the darkest corner of whatever strip club she's working. (She spends about 42 weeks a year on the road dancing). With her stressed-out silicon breasts, the store-bought tan, the lips hardened with lip liner, she looks like the love child of Jessica Rabbit and Bart Simpson.

Winner of a few California beauty pageants in her teens, Houston can't remember when she decided that fame was important. But one thing is for sure: appearing on "Baywatch" a couple of times as she did in the '94-'95 season wasn't enough.

"I wasn't getting known, recognized, or being paid what I wanted to be paid," Houston tells me a few weeks before the event. "I knew in adult [the trade term for the porn industry] I could be very big very fast."

Under contract with a company called Nitro, Houston was pegged as a blonde ice-princess in couples-oriented porn. ("I wasn't doing anal like I'm doing now.") With the porn market being taken over by amateur and gonzo do-it-yourself porn, Houston, once again, wasn't getting big as fast as she wanted.

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