Mostly shot in San Francisco and Northern California, material filmed (using the camera almost as a p[r/a]inter, a means of shaping the visual world as film, but without reflection) in response to what that world was opening in me. "Material!" - analogies between weaving and spinning thread and images already a pattern within film history (e.g., in Deren) is here carried into further ramifications of unraveling and patterning in fabric- and cinema-making, as well as in personal and mythic dimensions. The open unfolding structure, which pulls away from the balanced design of much of my work, gives equal weight to the sound composition. Involves "opening" with its perils and ambiguities.