Chris and Graham welcome back the Smartest Man in the World, Greg Proops! Some nice talk about the LA Podfest, what working on Phantom Menace was like and then an all out film noir nerd con!  A blistering pace is set for all three nerds, in this themed episode, to talk about how growing up in San Francisco influenced Greg's love affair with noir.  They discuss which ones are classic and should be remade.  Graham asks Greg to defend his dislike of Miller's Crossing and much much more!  This ep is like a dame with a nose for trouble, but her sweet pipes keep you coming back for more until you go down for the dirt nap.