A film-portrait of the Loudmouth Collective and Ugly Duckling Presse. These poet-provocateurs are the creators of the infamous "Anti-Reading" series, a carnival-like alternative to the traditional poetry reading. On the film's soundtrack we hear how the Anti-Readings were started, descriptions of various Anti-Reading activities including the Poetry smokable poems known as "Poetry Cigarettes", the memory tester called "I Forgot," and the "Diary in the Shape of a Bunny". The film includes footage shot at Anti-Readings, with time-lapse, double exposures, distorting lenses, and frenetic non-traditional camerawork evocative of the playfully chaotic spirit of the events.