Beauty No. 1 is a precursor to Andy Warhol's better known follow up, Beauty No. 2 and was originally titled Beauty.
The movie features Edie Sedgwick, Chuck Wein, and Kip Stagg, a.k.a. Bima Stagg. The film has a fixed point of view showing a bed with two characters on it, Sedgwick and Stagg. Chuck Wein is heard speaking but is just out of view. Sedgwick, in a skimpy outfit of bra and panties, and Stagg, wearing only jockey shorts, engage in flirting and light kissing. Wein asks Sedgwick questions seemingly designed to harass and annoy her. Stagg is not interacting with Wein.
For unknown reasons, Warhol re-cast and re-shot Beauty as Beauty No. 2, with Edie Sedgwick, Chuck Wein and Gino Piserchio reprising the role of Kip Stagg.
The dialogue seems as if it were created ad lib and no conclusions are reached in the film.