The Arizona Pop Culture Museum is unlike anything else in the CityNorth shopping district. While the surrounding businesses offer gourmet yogurt, upscale dining, and brand name clothing, the APCM offers the largest collection of colorful plastic action figures we've ever seen.

There are more than 10,000 of them, spanning more than 40 years and covering every aspect of pop culture. The inside of the APCM looks like a sprawling toy warehouse, with rows upon rows of metal shelves packed with action figures of superheroes, athletes, movie characters, rock stars, and political figures.

Many of these items are rare and unusual: a "Knight that Says Ni" doll from(a limited edition of 200), a talkingdoll serving a turkey,toys by Japanese Manga artist Kia Asamiya

Aside from the figures on the racks up front at the gift shop, none of it is for sale. This collection is the personal passion of John Edwards, whose obsession began in 1966, when he purchased his first figure -- an astronaut created by Mattel named Major Matt Mason. He still has it, near the register at the front of the APCM.

Edwards, who says he's retired from the aerospace industry, opened the APCM as a non-profit this past March. They offer free tours for school districts. "The idea is to use this stuff to interest people in science, math, and art," he says.

To Edwards, none of these action figures are "toys." When he gives a tour of the Museum collection, he speaks of many items with reverence. "Look at the detail on these Watchmen dolls," he says. "This is art."

There's an extensive collection of figures by Valley resident Todd McFarlane, including McFarlane's variations of Xenomorphs from the Aliens movie series and the adult-themed Twisted Land of Oz series. "McFarlane changed the face of toys, because he sculpted instead of using mass molds," Edwards says.

As he walks the rows of shelves, Edwards points out more of his favorites, including special edition G.I. Joe dolls of Bob Hope and Teddy Roosevelt, and sizable Star Wars and Star Trek sections. But his pride and joy is the glass display case in the center of APCM, filled with hundreds of action figures from DC comics. Edwards says every major character ever made in the DC Universe is represented there, including some unique figures he had custom-made.

Edwards says he'd like to make the APCM more event-driven, and his business partner Jason Hines has been working to open a café in the store and book entertainers. Auditions for costumed entertainers will be held at the Museum from noon to 6 p.m on Friday, August 6, and on August 16, the Hero Café will open. "We'll offer healthy alternatives to junk food," Edwards says. "Hansen's Soda, kettle chips -- things like that."

"I also wanted to create a place for people to come and actually engage in dialogue," he continues. "We have something in here for everybody. Everything from the Three Stooges to Twilight is represented."

The Arizona Pop Culture Museum is located at 5415 E. High Street, Suite 119. Hours are noon to 5 p.m. Tuesdays -Thursdays and Sundays, and 11 a.m. to 6 p.m. Fridays and Saturdays. Admission costs $5 for adults, $3 for seniors and high school students, and is free for children younger than 13 and members of the military. Call 602-404-0810 or visit www.azpopculturemuseum.com for more information.

