On the evening of November 8th, 1966, following the afternoon filming of The George Hamilton Story, a movie in which Warhol cast his mother Julia as an “aging peroxide movie star with a lot of husbands”, – “ We’re trying to bring back old people.” – he took his crew and a much larger cast to Kaleidoscope, fashion designer Tiger Morse’s boutique shop on Madison Avenue in New York City, to shoot his second unreleased film of the day. A nocturnal tale of downtown bulls in an uptown China shop, Paranoia is a portrait of the always captivating, always hilarious Morse as she converses with everyone in front of and behind the camera while genuinely attempting to keep the Superstars in the room from wreaking havoc on her uniquely curated curios.

Andy Warhol's experimental reconstruction of the assassination of the President of the United States, John F. Kennedy, which serves as his critical commentary on the way the media presented the tragic event.

The films were made between 1964 and 1966 at Warhol's Factory studio in New York City. Subjects were captured in stark relief by a strong key light, and filmed by Warhol with his stationary 16mm Bolex camera on silent, black and white, 100-foot rolls of film at 24 frames per second. The resulting two-and-a-half-minute film reels were then screened in 'slow motion' at 16 frames per second.

Andy Warhol’s mother (Julia Warhola) is supposed to be pretending that she is a former Mack Sennett bathing beauty with 25 former husbands; Richard Rheem plays her current husband. Mostly, however, she appears as herself, ironing Andy’s underwear and Richard’s shirt, cooking eggs, and talking.

Between 1964 and 1966, Andy Warhol shot nearly 500 Screen Tests, beautiful and revealing portraits of hundreds of different individuals, from Warhol superstars and celebrities to friends or anyone he thought had "star potential". All visitors to his studio, the Factory. Subjects were captured in stark relief by a strong keylight, and filmed by Warhol with his stationary 16mm Bolex camera on silent, black and white, 100-foot rolls of film. The resulting two-and-a-half-minute film reels were then screened in slow motion, resulting in a fascinating collection of four-minute masterpieces that startle and entrance, mesmerizing in the purest sense of the word. Songwriters Dean Wareham and Britta Phillips, formerly of the band Luna and currently recording as Dean & Britta, incorporated original compositions as well as cover songs to create new soundtracks for the 13 films.

Richard Rheem screen test by Andy Warhol.