As woman after woman finds her way into Glazer's apartment -- ex-patients, a model towing along her baby's perambulator, vote-canvassers for McCarthy -- he chats them up, lays on thick his counter-culture patter and good-old-boy smile, and keeps the camera rolling as he talks them into bed or, more often, grows disgusted at how willing they are to hop in bed with him. It's all very much the self-lacerating male thing (Ginsberg has written that the film is more autobiographical than he's comfortable admitting), but enlivened by the lucid consistency of that one shot, and the rock-steady dependability of Torn's performance. He captures the screwy, misogynist sadness eating up Glazer, and he's even funnier because of it.
Not all the women are as successful at riding out the film's tone (Warhol meets Antonioni), but it's clear from her first scene that Sally Kirkland, as the neurotic former lover, is destined to take over the film. As hungry for connection as Glazer, but minus his defensive pretentiousness, she's obviously a ticking time bomb. He alternately uses, humiliates, and dismisses her. By the end she finally explodes -- beautifully, and in slow motion.