Video footage played through television backgrounds, and brilliant collisions of documentary and fiction, lend to the layered meanings of this film. Haynes juxtaposes this American dream gone wrong with the bubble gum soundtrack of the Carpenter's pop music. While this sing along audio resonates in the viewer's mind, it ultimately led to litigation by the Carpenter family, preventing this film from ever being released. Despite that fact, the film has a cult following that reaches American and European audiences.

Karen's journey from suburban girl in Downey, California singing along to the radio in her room, to icon for wholesomeness in the tumultuous early 70's. The Carpenter's world of boy meets girl is a welcome product for consumption by a public weary of horrific images from Vietnam and anti-war protests so prevalent on the evening news. Under the watchful eye of strict, conservative parents and an ambitious brother, the Carpenter's career is launched.

Karen finds herself an awkward teenager suddenly on the public stage and prime for critical scrutiny. Meanwhile, Haynes intersperses faux documentary commentary from music critics and singers who claim Carpenter's voice as conservative, inappropriate in such turbulent times and something not to be taken seriously.

The pressures of stardom conflict with tranquil domestic family life. While everyone around her is blinded by the spot light in her own eyes, Karen's relationship to food takes a sinister turn after a journalist calls her plump in print. Feeling out of control, she begins to take control over the one thing left in her power- what she puts in her mouth. She disciplines herself with a strict diet of salad and iced tea.

Haynes uses this as a segue into a history lesson of grocery stores, the availability of food to the consumer, and the American phenomenon of stocking up on food. In the meantime, anorexia is outlined not as a vain desire to be thin, but as a refusal by the patient who perceives no other control over their lives. Haynes insists, as experts agree, that cultural and familial pressures are what drives this disease, not lack of appetite.

After collapsing on stage, Karen's problem is revealed. She is determined to get better and is desperate for a quick fix. She calls out to friends for help, and asserts her independence by traveling to New York for treatment. But career pressures mount. Richard is impatient to get on with a career neglected due to Karen's illness.

Karen manages to convince her ever watchful family that she is on the road to recovery, and they are all too willing to believe it. Caught in a whirlwind of career pressure and a shaky ego, the teenager from Downey finds solace in vomiting and laxatives. She is ultimately found dead on the bathroom floor from complications arising from anorexia and bulimia.

This film uses the life of a popular icon to discuss many issues: the problem of star making in the United States, the political context of artistic endeavors, the family as a structure of tyranny, and the complexity of internalization from the female who is acting out.