Porn stars are no longer society's embarrassment. With the "irrational exuberance" of the '90s, they came forward as counter-cultural representatives of capitalism. And if my guess is right, they're not looking back.

Underage adult film performer Tracy Lords and her movement into mainstream Hollywood (Jon Waters' "Cry Baby") would make an early mark in that statement, but the big exclamation goes out to reigning queen of porn Jenna Jameson, because, well, she's Jenna Jameson — the platinum standard. So it's not surprising that as the pornographic industry has dislodged itself from the gutter (from a guy, a girl and an 8 mm camera to big budgets and cable access), we find ourselves taking notice in new ways.

"Thinking XXX" is a provocative HBO documentary (Is there any studio more fresh with hits like "The Wire" and "Entourage"?) about the making of a picture book ("XXX 30 Porn-Star Portraits") whose place is more suitable on the coffee table than beneath the mattress. The premise: celebrity photographer Timothy Greenfield-Sanders photographs porn stars in repose — both clothed and, yes, unclothed. He astutely recognizes that "porn stars [are] much more comfortable nude than they are clothed." Interlace shots with pompous pontifications of renowned writers, musicians and filmmakers, and you have a highbrow approach to a lowbrow subject. Who would have thought the making of a book could be so fun and fascinating?

But then again, when the subject is porn, the makers have a pretty strong hook. It's nice to see something come out of Hollywood that isn't a botch.

Some of the biggest names in the adult industry come before the camera: Briana Banks, Savanna Samson, Chloe, Lexington Steele, Peter North, Jesse Jane, mega-star Jenna Jameson and everyone's favorite poke-fun-at-iconoclast Ron Jeremy. That in itself would be enough for most caught in a channel surfing moment, but the documentary adds a layer of depth when the stars talk candidly about their lives and choices — and the consequences.

Surprisingly, there is no talk of abuse, regret or tear-filled sorrow. The X-rated stars and starlets come across as basically normal people — wanting more but feeling no less. There's a moment when Jesse Jane, lounging in her pool, looks up and grins at the camera and tells us how happy she is, and it's hard to believe she's not.

Conversely, the dark humor sprinkled throughout the film is not ultra-shocking; cult film director Jon Waters acutely compares a condom-free scene in gay porn to watching "a snuff film." Performer Gina Lynn darts her eyes as her boyish husband draws near. She seems to be looking around for a divorce lawyer. Sean Michaels gives us his "I'm an artist" speech and then disappears into a lonely doorway. Writer Michael Musto explains how male porn stars used to be unattractive, and the camera cuts to fat and hairy veteran Ron Jeremy. Lukas Ridgeston strokes his bread and butter compulsively, as if he is afraid he's going to be caught with his pants down and belittled. Then there's the scrawny white kid who wants to get into gay porn. There's a cringe-inducing sense that he's going to get gangbanged and turned out.

There are affecting moments, too. Star Heather Hunter tells how she goes on a date and really likes the guy. They have sex, only to have the guy reach over for a pen and pad and ask for an autograph. Tera Patrick is so beautiful, smart and witty that you wonder what she's thinking doing what she is doing. Then you see her husband and realize self-flagellation is a distinct possibility. Gay adult performer Chad Hunt explains how male performers can make five times the pay if they go the route of gay porn, suggesting he and others are actually heterosexual.

Jenna Jameson is notably silent. Perhaps because she controls all her outputs, with her own studio, talent agency and website, "Club Jenna," and a recent best-selling tell-all, "How to Make Love like a Porn Star."

New York City resident Greenfield-Sanders keeps to the corners. Maybe that is to be expected, as he is not the focus of his camera. I think it is more indicative of the New York-Los Angeles divide. At the NYC premiere of his photos, we see guests adjusting their eyeglasses, looking subdued and thoughtful. The crowd at the LA premiere is there to party. It's a noisy bash with a bloated Mickey Rourke, who looks as if he is 24 hours out of a face-lift.

But for all its fine points, the documentary lacks an arc, a moving story. We see stars but no constellation. I didn't feel educated; I felt I was given bits of trivia. It was sex without a happy ending — I had a good time, but I wanted to go to completion. Yet, the film still scores, if you enjoy it for what it is.

So if you're looking for a party pleaser to play at the frat (or sorority), sans the hardcore, or if you're in a New York state of mind, you'll find "Thinking XXX" is an escape from the typical Hollywood drivel.