In Fall of 1971, artist Robert Frank came to Rochester, NY to conduct a course on filmmaking at the recently established alternative art school, Visual Studies Workshop. By the time he came to Rochester, Frank had made seven films and was inproduction on the autobiographical fiction About Me: A Musical while preparing to shoot the controversial Rolling Stones documentary Cocksucker Blues. In need of money to shoot his next film, Frank proposed a non-traditional course to friend Nathan Lyons, suggesting the students work together to make their own movie with Frank acting as more of a collaborator than an instructor. Frank’s approach to working with the group of six students was simple: load up a camera and start shooting the world around you, including yourselves. The resulting 38 minute film is a valuable portrait of a creative collaboration between artists, and a stimulating document of what Frank refers to as ‘the chaos of the present.’