Banned soon after its first midnight screenings, the prints seized and the organizers arrested, Jack Smith's incendiary Flaming Creatures (1963) quickly became a cause célèbre of the New York underground. Championed and defended by Jonas Mekas and Susan Sontag, among others, the film wildly and gleefully transgresses nearly every norm of Hollywood morality and aesthetics. In a surreal and visually dense series of episodes, the titular "creatures" reenact scenes drawn from the collective cinematic unconscious, playing on mainstream film culture's moral code in a way that is at once a love letter to classical Hollywood and a searing send-up of its absurdities. Tracing the film's production and reception history, Constantine Verevis argues that it embodies a unique type of cinematic rewriting, one that combines Smith's multifaceted artistic work with exotic fragments drawn from the cinematic past. This study of Smith's magnum opus explores its status as a cult film that appropriates the visual texture, erotic nuance, and overt fabrication of old Hollywood exoticism.