Former child star Joe Davis, reduced to living in a cheap Hollywood motel while struggling for acting jobs, is lusted after by nearly every woman he meets, including Jessica Todd, a tightly wound feminist who has recently come out as a lesbian. When Jessica's mother, Sally, an emotionally needy has-been actress, meets Joe, she moves him into her enormous, tacky mansion as her new boy toy and attempts to get him acting work.

Soap Opera, starring Baby Jane Holzer and Lester Persky, among Factory regulars, intercuts television commercials of its day with silent domestic scenes shot by Warhol.