At one time I had a job driving in San Francisco. One damp foggy night I drove down the length of Market Street from the top of the hill to the Embarcadero. I was inspired to make a time-lapse movie while driving, using high speed film. This singular piece of footage became the structure on which I built a more complex film.

I wanted to work solely in black and white and combine film I'd shot at various locations in Los Angeles and San Francisco. Also this film was a continuation of the exercise I'd started in REGARDING MOTION.