Blues and folk singer Karen Dalton was a prominent figure in 1960s New York. Idolized by Bob Dylan and Nick Cave, Karen discarded the traditional trappings of success and led an unconventional life until her early death. Since most images of Karen have been lost or destroyed, the film uses Karen's dulcet melodies and interviews with loved ones to build a rich portrait of this singular woman and her hauntingly beautiful voice.

A documentary film tracing the collaboration between One Ring Zero, the Brooklyn house-band for McSweeney's Publishing, and an ensemble cast of award-winning authors, each of whom contributed original lyrics. Author Myla Goldberg torments guest singer Syd Straw with tongue twisting, five star vocabulary words. Paul Auster riffs on the ills of Cincinatti and the Iraq war. The film's title, in fact, comes from the inspired dialogue of a talking cockroach.