Over the course of her career, chameleon-like Tracey Ullman has portrayed individuals of all stripes of race, gender, accent and sexuality, from Trevor Ayliss, a gay male airline attendant, to elderly Asian Noh Nang Ning to Chris Warner, a born-again Christian lesbian in a relationship with pro golfer Midge (Julie Kavner). But in John Waters’ A Dirty Shame Tracey takes on a very different persona indeed: a rampaging suburban “cunnilingus bottom” sex addict with a foul mouth and talking vagina!

Suburban Baltimore’s Stickles family is a none-too-lively one – typical of sleepy Harford Road. Middle-aged, frumpy wife Sylvia (Ullman) isn’t interested in sex anymore, unlike frustrated husband Vaughn (Chris Isaak).

Their daughter Caprice (Selma Blair), a ridiculously busty go-go dancer also known as Ursula Udders, is under house arrest for “nude and disorderly” charges. Unbeknownst to all, the neighborhood’s sexual liberation is about to begin. Much to the chagrin of local uptight “neuters” Marge (Mink Stole) and Sylvia’s mother, Big Ethel (Suzanne Shepherd), a gaggle of frisky gay bears just moved in, and when Sylvia’s bumped in the noggin during a bizarre accident, she’s suddenly transformed into a horny human tornado that sucks in friends, neighbors and a clique of sexual revolutionaries – led by levitating guru Ray-Ray (Johnny Knoxville) – determined to create an all-new erotic act.

Waters’ deliriously deranged stamp is all over A Dirty Shame, from the genital-shaped greenery that decorates Harford Road to quotable over-the-top dialogue to irrational characters portrayed by zany, beloved Waters vets like Stole, Patricia Hearst, Mary Vivian Pearce, Channing Wilroy and Jean Hill.

Although sexual degeneracy has been a Waters staple as well, A Dirty Shame could be subtitled “28 Lays Later” in its wealth of peculiar sexual fetishes – like Infantilism (Adult Babies) and Sploshing (messy/wet fun involving baked beans, custard, mud, etc.) – and depiction of horniness as a fierce zombie-like infection.

John Waters: Well, it could be. I get that. But all people who get too horny are like zombies. All these gay people on crystal look that way! When I see them, my god, scary looking!

JW: (laughs) Thank you. I think the line that makes me laugh the most is when Big Ethel says ‘What’s so great about a morning with dildos in it?’

Tracey Ullman: I suppose pretty slutty girls I’ve come across. Makeup artists who burned the midnight oil. God knows I’ve worked with some pervy straight directors who tried to get it on with me in my 20s. A pretty awful guy at the BBC years ago. I find that so offensive. Sexual addiction? I don’t know. For me this is a bit of an eye opener. I remember reading the script and thinking ‘Oh my goodness, I couldn’t do that. Unbelievable.’ But it’s all very well-researched.

JW: Adult babies give me the creeps. Yeah, when I first saw them I was shocked. All these things were [culled from] 20 years of seeing this stuff. But the things that shocked me because they would be really horrible, like fisting, I just didn’t put in. This is a comedy. Audiences have to like the people. I tried to make it fun fetishes.

JW: I mention ‘blossoms.’ They’re men who have been fist-fucked so badly they have assholes that look like cauliflowers and they trade pictures of them on the internet.

JW: Well… Not as sploshing. If I have I’m not sharing it with the readers! I’ll put that in my book – if I’m telling that shit I’ll make the money off it! There’s plenty things in this movie I haven’t done. I’m not an adult baby and I pray I never am. I’m so thankful that doesn’t turn me on. For all these [fetishes] it’s so much trouble, and the people into them are humorless about it. They only do that. Only one tiny thing they can do.

JW: Eww – did you read about ‘cuddle orgies’? That’s repellant too! That’s the thing bears like to do supposedly. [In the film there’s] that line ‘We can cuddle all night.’

JW: There’s a whole history to that. There’s the movies Pussy Talk, Chatterbox. Tracey did the sound of her own vagina on set so we could play it back!

TU: We got to that scene and there was a tap on [my trailer’s] door and John said ‘I want to explain that we don’t have any money for an effect for the talking vagina. So I was hoping that Jeff our prop guy [could just put his hand up in your skirt to make it move].’ And I don’t mind, he’s really cool – he put his hand up my skirt doing this at 4 a.m. There was no fish wire or anything and it worked.

TU: Yes. I started doing these in the ’80s [on Fox’s “The Tracey Ullman Show”]. I played a character with gay parents, Francesca. And I love the gay stewards on the airlines. I based this character Trevor on a wonderful British Airways guy who’s now retired. I love that he would change personalities as he would move into the galley.

TU: He doesn’t know it’s him! A lot of stewards think it’s them. I get a lot of upgrading; it’s really nice. ‘Oh, that’s just what we’re like. I tried to inseminate an old stewardess; dried-up ovaries I tell you love. Would you like caviar or to move up to first class?’

TU: I like the cub. The way John was talking about casting – ‘Yeah, we got the bears, they’ll find a cub this weekend’ – it was like they were going out into the woods or something. Leaving a trail of food. ‘They’ll have a cub by Monday.’ And they came in on Monday with this beautiful little cub.

TU: I had many strange experiences. The second day I was there I went to a 7-11 and John [warns] me ‘It’s Baltimore – be careful!’ I went ‘I’m just going to get a newspaper, what can happen?’ Inside, this very nice chap was talking to me, ‘hey whatcha doing?’ ‘Oh I’m doing this movie with John Waters.’ ‘Oh, that’s great, you stayin’ in the harbor?’ ‘Yes, we are actually.’ Then he asks, ‘hey, you married?’ I said ‘yes I am’ and he went ‘oh…ok.’ I went ‘why?’ Nobody ever hits on me, I assure you. And he goes ‘I woulda asked you out.’ And he’s getting into his decrepit car and I said ‘I’m married 21 years,’ and he went ‘maybe after 21 years its good to go with somebody else, have a bit of an experience. Tracey, let me tell ya, I stay hard a long time.’ And he did this thing with his arm [to illustrate how hard]. In New York it would have been threatening and knowing, but he was just telling me what he could do. Very sweet, honest. As if I was gonna say ‘hold on, let me go tell John and see if I can get a half hour off and we’ll go.’

JW: (laughs) She thought he was just being nice to her! That’s what it’s like here. Everybody thinks my movies, I make them up, but it’s true.

TU: I know that one actress in her 70s and her 80-year-old husband, she was caught fellating him in the back of the bus. Got a little inspired by it all! A teamster said ‘Oh my god, out in the back there and there they were. She’s giving him a blowjob!’ You thought ‘wow, great!’

JW: I have been touring with that film for five years to film festivals – ‘John Waters Presents Boom!’ That’s why it’s in there. ‘Boom – the sound of knowing each moment you’re alive.’ I want to say that to people every day on the street. I want to say that to strange children for no reason. (laughs) I’ve been saying inappropriate things to children recently. I don’t know why. The other day I was in Provincetown at this art gallery and my bike fell over outside. There was a child sitting there, a lovely little child, and I leaned over and asked ‘Did you knock over my bike?’ And he went ‘nooooo.’ And I said ‘Wanna knock over other people’s bikes? We could do it and not say that we did it,’ and he looked at me and got up and moved! I don’t know why I’m doing this lately, I’ve got to stop!

A Dirty Shame opens in selected cities this Friday, Sept. 24.