Extremely autobiographical piece made during an intensely depressive period for the filmmaker after his divorce from Jane, his first wife, and separation from his five children. Brakhage calls it "a true, narrative, dramatic psychodrama". The film's background music is a piece which is a collage of brief phrases from various Stephen Foster songs whose common theme is loss. Brakhage scratches individual words from these songs on the film at intervals, and the shaky letters dance uncertainly across the frame. The primary visual theme is of the 55-year-old filmmaker himself brooding in a lonely apartment, sitting on the floor leaning against a wall, repeatedly rising naked from his bed and falling back. This is intercut with footage made years earlier, in the 70s, when his children were much smaller, as they played happily in the home they once shared. Even at his very lowest point, Brakhage continued to turn his life into art.