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- Men, most of them naked, talk about their penises. The men range from 17 to 70+, all are from the U.S. of diverse races. Several are artists or performers. Some are gay, others straight; two are transgender. One is paralyzed below the chest. The interviews are edited around themes: discovery, early sexual experiences, masturbation, size, oral sex, libido, performance, disease and maladies, maturity. A lexicographer discusses language, especially slang; a few archival educational-film clips divide the topics. Images and stories mix with facts and philosophical reflection. The usually private becomes public.
- A guy walks into a bar at closing time and quickly overstays his welcome.
- Interviews with Christo, Chuck Close, Roy Lichtenstein, Judith Malina, James Rosenquist and others help illuminate the life and work of Warhol contemporary Ray Johnson.
- Two teachers - Julie and Barry are having an affair. When Barry confesses about his lover to his wife Dierdre, he also forces Julie to tell all about their affair to her husband Max. As a result, Barry is thrown out of his house and Max convinces Julie to stay for a while and try to work something out.
- Wang Dang is the real-time story of a washed-up director who's come to an unnamed film school to speak on the adventures of his career and ends up entertaining two nubile graduate students in his seedy off-campus motel room.
- The story of Thomas Edison's creation of a safe electric light system.