The Chocolate Mountains lie along the border between South Eastern California and Arizona just North of the Mexico border. Much of the range is used for bombing practice by the U.S. military and its clients. It is off limits to everyone else. The mountains do not appear in the film, though their name is spoken, questioningly, by an actor transplanted from another movie.

The film is made up of wooden cones in rotary motion, human bodies, fire, smoke and bells.

Occasional interruptions and narrative are provided by a lame Irish Retriever.

There are some stories, as well.

"Where the Chocolate Mountains fully delivers the richness, sophistication, and allusiveness one has come to expect from O'Neill's work. It makes a compelling case for his unparalleled skill as a creator of densely layered images and sound mixes and as a virtuoso of the mono genre - the urban essay film of hallucinatory intensity that ranges freely across culture and cinema history." - Artforum