Todd Haynes' 43-minute-long film about the life of singer Karen Carpenter, made in 1987, was made using hand-made sets, appropriated film footage, and Barbie-like dolls. Banned by the Carpenter estate, the film is only in circulation as a bootleg. This book-length study of the film provides an account of its making, as well as analysing its content and arguing for its significance as a 'cult' film.