Pop Artist Andy Warhol invites Puffer to visit him at the factory, his studio, where he shows Puffer some of his famous artworks and explains how he used different media to create them. See Mick Jagger, Self-Portrait, Bald Eagle, Do It Yourself, Big Torn Campbell's Soup Can (Pepper Pot), and Various Box Sculptures, as Puffer analyzes the artworks and helps children learn new ways to observe and think about art.

Includes a companion book which reinforces the material presented on the DVD.