Lacking a formal narrative, Warhol's mammoth film follows various residents of the Chelsea Hotel in 1966 New York City. The film was intended to be screened via dual projector set-up.

The story of two men (Ed Hood, Patrick Fleming ) in bed whose assignation gets interrupted by friends and neighbours. Hood tries to maintain control of Fleming, as well as the situation, while everyone talks, drinks, smokes, and wrestles on his bed. Double-screen projection runs at 66 minutes.