Andy Warhol’s 1964 movie Empire consists of one stationary shot of the Empire State Building taken from the forty-fourth floor of the Time-Life Building. The shot was filmed from 8:06 p.m. to 2:42 a.m. on July 25-26, 1964. The passage from daylight to darkness becomes the film’s narrative, while the protagonist is the iconic building that was (and is again, since 9/11) the tallest in New York City.

Empire consists of a number of one-hundred-foot rolls of film, each separated from the next by a flash of light. Warhol eventually would lengthen Empire’s running time by projecting the film at a speed of sixteen frames per second, slower than its shooting speed of twenty-four frames per second. Non-events such as a blinking light at the top of a neighboring building mark the passage of time. According to Warhol, the point of this film—perhaps his most famous and influential cinematic work—is to “see time go by.”

One of the chief works of cinematic minimalism, Empire runs for 8 hours and 13 minutes.

Underground filmmaker Jonas Mekas served as cameraman. Originally Warhol conceived the film to be accompanied by the sound of conversation in the background. A group of people - Andy Warhol, Gerard Malanga, Jonas Mekas, Marie Menken, and John Palmer - ascended to the 44th floor headquarters of the Rockefeller Foundation, to be met by Henry Romney, a Vice-president of the Foundation, whose office offered an unobstructed view of the Empire State Building, 16 blocks to the southeast. But eventually Warhol would choose to offer Empire as a silent movie. However, Gerard Malanga recorded in a notebook a snippet of the conversation omitted from the movie:

John Palmer: Why is nothing happening? I don’t understand.

Henry Romney: What would you like to happen?

John Palmer: I don’t know. Is the Foundation going to know that you did this?

Henry Romney: I have a feeling that all we’re filming is the red light.

Andy Warhol: Oh, Henry! Jonas, it’s your turn to say something - you’re being written down.

John Palmer: Jonas is changing the films just like me.

Henry Romney: Andy, now is the time to pan.

John Palmer: Definitely not!

Henry Romney: The film is a whole new bag when the lights go off.

John Palmer: You have to go to where the action is.

Andy Warhol: Henry, what is the meaning of action?

Henry Romney: Action is the absence of inaction.

Andy Warhol: Let’s say things intelligent.

Gerard Malanga: Listen, we don’t want to deceive the public, dear.

John Palmer: We’re hitting a new milestone.

Andy Warhol: Henry, say Nietzsche.

Henry Romney: Another aphorism?

John Palmer: B movies are better than A movies.

Andy Warhol: Jack Smith in every garage.

Marie Menken: Someday we’re all going to live underground and this movie will be a smash.

John Palmer: The lack of action in the last three 1200-foot rolls is alarming.

Henry Romney: You have to mark these rolls very carefully so as not to get them mixed up.

John Palmer: Why, are we getting sloppy?

Marie Menken: I read somewhere that art is created in fun.

Jonas Mekas: Did you know the Empire State Building sways?

John Palmer: This is the strangest shooting session I’ve ever been in.

Gerard Malanga: We should set up windowpanes for the audience to look through.

Andy Warhol: The Empire State Building is a star!

John Palmer: Has anything happened at all?

Marie Menken: No.

John Palmer: Good.

Henry Romney: The script calls for a “pan” right at this point. I don’t see why my artistic advice is being constantly rejected. [To Andy:] The bad children are smoking pot again.

Andy Warhol: It’s like Flash Gordon riding into space.

John Palmer: I don’t think anything has happened in the last hundred feet.

Gerard Malanga: Jonas, how long is this interview supposed to be?

Jonas Mekas: As much as you have.

Andy Warhol: An 8 hour hard-on!

Gerard Malanga: We have to maintain our cool at all times.

John Palmer: We have to have this film licensed. I wonder if Ivy will look at this movie?

Gerard Malanga: I thought you said “I wonder if Ivy [Nicholson] will look this good.

John Palmer: That’s your hang-up.

Andy Warhol: You’re supposed to be writing things down.

John Palmer: Nothing has happened in the last half hour. The audience viewing Empire will be convinced after seeing the film that they viewed it from the 44th floor of the Time-Life Building and that’s a whole bag in itself.

Jonas Mekas: I don’t think the last reel was a waste.

Henry Romney: [to John Palmer:] I think it’s too playful.