What do Eminem, Corey Feldman, Britney Spears, the Hilton sisters, Ellen Degeneres and Sean Penn have in common? Pauly Shore. The 36-year-old actor and comedian hand-picked the celebrities along with a slew of others to appear in his film, “Pauly Shore is Dead,” a semi-autobiographical dark comedy that he's been working on for five years.

The independent film — which Shore wrote, directed, produced and starred in — opened in limited release earlier this month. The film follows Shore as he stages a comeback by faking his death.

“The whole movie is a make-believe story about what happened to me in the last five years,’’ says Shore, who starred in films like “Bio-Dome,” “Jury Duty” and “Son-in-Law.” “I think at the end of the day it's going to be a cult classic. I put it in a way to where I focused on the old fans but I also focused on people that never liked my stuff before to try and get a new audience. It's kind of a vibe of ‘Clerks,’ but it has a lot of big names in it. I think it's going to be cool for me.’’

Big names, indeed. In fact, more than 25 celebrity cameos are featured in the movie.

“I just willed it,’’ Shore says of the celebrity appearances. “I got on the phone and started banging it out. I wrote a real nice cover letter to everyone and told them that I was paying for it and this is the idea. This is the premise. Everyone kind of responded and laughed.’’

His favorite cameo? “Sean Penn,’’ he says. “Having him in the movie is pretty awesome because it's Sean Penn. It was just so awesome that he did that for me. He never does anything for people. I reached out to him and I said, 'Look this is a joke. You're like a huge Pauly Shore fan (in the film).' And he laughed because he knew that no one would ever think that.’’

Shore also self-financed the film.

“I was put in a situation where no one wanted to make this movie,’’ he says. “No one would give me the money for it. At the time, I didn't think it would be that much money and here I am a million dollars later. I just realized that I had the money and this way I was in total control of it. It turned out to be probably one of the best things I've done.’’

Movie companies didn't want to finance the film because it wasn't the typical Pauly vehicle, the comedian says.

“It was different,’’ he says. “It was a situational comedy. People didn't want to give me the money for that. I'm sure if I would have written “Son-in-Law 2” or something that was over the top, then maybe I could have gotten some money for that.’’

With his film completed, Shore is focusing on a new reality TV show, “Minding the Store,” which he's filming with his mother Mitzi, who owns The Comedy Store on Hollywood's Sunset Strip.

“It's about me, my mom and The Comedy Store,’’ he says. “It's kind of a cross between ‘The Osbournes’ and ‘The Restaurant.’ My mom owns the Comedy Store and I kind of run it with my brother. It's kind of an interesting story, with me being the most unlikely CEO or president of a company, from ordering alcohol to trying to book acts but also trying to appease her because she's stuck in a time warp of the 1980s.’’

Unfortunately, Shore can't divulge what network the reality show will air on.

“For some stupid reason they don't want me to talk about where it's going but it's with the producers of ‘Big Brother’ and ‘Blow Out,’ ’’ he says.
“It's 10 half-hour episodes and we started filming recently and we're going be filming all the way through January and then it'll air in May.’’

When asked why he chose to jump on the reality television bandwagon, Shore says he looked back to his MTV career.

“I was successful in reality back on MTV when I was doing ‘Totally Pauly’ so it's kind of like ‘Totally Pauly’ 10 years later with just me in this situation and this family business,’’ he says. “But you don't talk to videos or any of that stuff.’’

With a new film and reality TV show, Shore is certainly making a comeback. But in order to do so, you have to go away for awhile and reinvent yourself, he says.

“That's just normal,’’ Shore says. “Being that you're in the public eye makes it harder. You constantly get people coming up to you going, 'So when is your next movie?' If your sitcom gets canceled or if your movie doesn't open, everyone knows — homeless people, people walking down the street (will say) ‘What happened?’ It's like ‘(expletive) you.’’’

Pauly Shore
When: 8 p.m. Thursday and Sunday; 8 and 10 p.m. Friday and Saturday
Where: Tempe Improv, 930 E. University Drive
How much: $27
Info: and www.tempeimprov.com