The D-List: Liam Lynch under the watchful eyes of his friends/actors/Tenacious D co-conspirators Kyle Gass and Jack Black (Photos: New Line Cinema)

What if Abbott and Costello rocked? And were obsessed with their cocks? The origin story that journeys from Los Angeles to Sacramento to the gates of Hell in Tenacious D in The Pick of Destiny (opening Wednesday in New York) is pretty much that simple: Subplots be gone! The third D, Liam Lynch, resembling a slighter Andy Dick, only better looking and willing to keep his trousers on while he swears, directed longtime friends Jack Black and Kyle Gass, while also co-writing words and music. A prolific musician as well, the 36-year-old director of Sarah Silverman: Jesus is Magic and 1998's memorably weird The Sifl & Ollie show on MTV, spoke recently about the lore of "The D," what it means to be Jack Black's best friend and what mastery of the "cock push-up" can do for a man.

THE REELER: The sung-through opening scene is such a cannonball, with a young JB (Troy Gentile) singing in his bedroom, with Dio chorusing in from a poster on the back of the door and then Meat Loaf singing back at him as his disapproving dad makes me wonder why you didn't make the movie even more of a musical.

LIAM LYNCH: I think that seriously limits your chances of more people liking it. Because if you don't like the music, you don't like the movie. What's nice is that we have all the humor and action around things that kind of is just the sugar around our rock pill, you know what I mean? But of course, I really want to do a rock opera, hardcore, like The Wall. I really want to do one of those but, you know, The D isn't about just that. When you go to see The D live, you go home with your ears ringing and your stomach hurting from laughing. And it has to be that mix, you know, when you go to see the movie, you should feel like you went to a concert. That's why I started it with the screen black and you hear like Jack moving the microphone like as if they were on stage and you're at a show. I wanted to have that feeling, like the curtains are about to open and a rock show is about to start. You have them both; you have rock and good gut-busters to really get it.

R: It's a three-way collaboration, isn't it?

LL: We wrote it together. It's different from a regular movie anyway, with actors. We all knew what the scenes were and it was my job to kind of keep things... It was my job to really keep things under control: to give them a chance to do what was on paper but also to go past that. In movies, Jack hasn't been able to do as many takes as he would like to. Directors that aren't his best friend -- who don't know him as a person -- they get something really funny on film and they're satisfied. But he has more ideas, more things to do. And he's never had that chance or that freedom in any movie that he's done yet to really explore that. It's like a radio dial where performance is like, you've gotta go and hear where the station is loudest and go past it, you know, where you lose the station to realize where it was the strongest, you have to go until it sucks. Then you know where it was the funniest. So we would always film out, film out what was on paper and give them a chance to sort of improv. We beat a lot of scenes in the film with them saying those things for the first time. [I stayed] aware of their energy and knowing when to hold Jack back and when to let him go and when to amp Kyle and when to bring him down. So, you know. We all knew what this movie was. We wrote it! We knew exactly what we were going to do. It's not like I'm going to tell them, "Can you be more like JB? JB, can you be like JB?" I mean, they are the guys that are in the movie! They're not having to act! [Laughs] It's not hard them being themselves.

R: Does Jack need a leash?

LL: He doesn't really need a strong leash. It's more like reading his personality. I know that from being his friend, from going on tour with him, from staying up all night and playing video games with him. There's more reading him as a person. They could have... They could not like their breakfast burrito and they're gonna be in a bad mood. [Laughs] You know your friends, you can read your friends, and it was more like that: getting them in the right mood for scenes and getting them to where they're going to be doing their best. You've just got to get them in the right mood and let them go because they're just going to be themselves.

R: Talk about the "cock push-up." Not only does Kyle educate JB in that fine skill, it's what saves the day late in the picture.

LL: Jack and I just thought of that one night. Just like, what could cock push-ups do but strengthen your cock? And then you've got to use it like a tool. That's every man's hidden thing, is, like, 'God, if I could just fuckin' nail in this nail with my cock, I would be almighty.' Using the cock as a tool is mighty powerful thing. The cock push-ups were so part of the lore of The D; you've gotta give it up for that. Yeah. It was fun. It was borderline embarrassing to film, because you have all these monitors up with this giant cock, and I just knew, like, I'm looking at the monitor at this big dick going across screen like… That fuckin' thing is going to be 12 feet long! I think that's part of Jack's secret... We had all these rigged, robotic cocks and things like that. The real fun, the funnest [sic] part of that whole scene actually wasn't shooting it, it was whenever we were doing our score, working with a choir and having a 21-piece choir singing, "COCK! COCK! COCK!" and you're looking at the music they're singing, and it's quarter notes with the "cock" over it, like two full pages. It's like, "Here's your music" and then the whole room just busted out laughing, "We're about to sing 'cock' over and over again!" Meanwhile, that big screen is behind us [with those images]. That, for me, was classic, just getting all these people to have to sing "cock" over and over again. Awesome.

R: Of course, you've also toured as part of The D.

LL: The real reason I went was because Jack and I were in the middle of Tony Hawk and I had to go on tour with him so that we could conquer the videogame together. He was like, "Dude, we're not done with the game, you gotta go on tour." I go, "Alllll right." Touring with The D. I've seen the good and the bad! ... I saved Jack from many a fan as he was taking showers after the show and the crazy, giant girl that came running down the hall -- that if I wasn't standing at the door, she would have walked right in and Jack would have been naked. And so I saved him a few times. I mean, they're my best friends. I love these guys, and on top of that I'm a huge fan, and I get it, and we've done so much stuff together, it's just a natural process.

R:Is there an essential way to describe The D?

LL: How would I describe the D? Oh God.

R: Are they satirists?

LL: They're Satanists. They have a classic chemistry that you will see in every single duo [act], and that goes from Laurel and Hardy to Abbott and Costello to Ren and Stimpy, which is, guy who moves a lot and the guy who doesn't. It's this funny, animated one, and the straight [guy], basically. It's a winning combination; it doesn't matter if their thing is rock or whatever, just in general. But they also have another level, which is they have the everyman sort of quality, because they're aren't good-looking like... Well, they're both handsome guys, but they're not [an] in-shape, typical, movie-star type of duo. I think that that makes them more relatable and on top of that, and because of that, you root for them in their dreams. Everybody has something they'd like to be. Everybody's got a song they've sung in front of a mirror to a brush -- that sort of dream. It's easy to get sucked into it with these guys.

R: And the band's name?

LL: It comes from basketball, what's-his-face, who does commentary for the Lakers games. He would always say, "That was a tenacious defense!" And then he'd say, "That was some tenacious D!" So, from watching basketball.

R: Do you have any inspirations?

LL: For this movie? No!