Several lost-soul night-owls, including a nightclub owner, a talkback radio relationships counseller, and an itinerant stranger have encounters that expose their contradictions and anxieties about love and acceptance.
| Directing | Alan Rudolph | Director |
| Writing | Alan Rudolph | Writer |
| Camera | Jan Kiesser | Director of Photography |
| Editing | Mia Goldman | Editor |
| Production | Carolyn Pfeiffer | Producer |
| Production | David Blocker | Producer |
| Art | Steven Legler | Production Design |
| Costume & Make-Up | Tracy Tynan | Costume Design |
| Production | Chris Blackwell | Executive Producer |
| Production | Shep Gordon | Executive Producer |
| Costume & Make-Up | April Alexandre | Hairstylist |
| Costume & Make-Up | Brian Berner | Hairstylist |
| Costume & Make-Up | Edward Ternes | Makeup Artist |
| Sound | Dody Dorn | Sound Editor |
| Sound | Robert Grieve | Sound Editor |
| Sound | Victoria Martin | Foley Editor |
| Costume & Make-Up | Julie Purcell | Makeup & Hair |
| Costume & Make-Up | Aaron St. John | Assistant Makeup Artist |
| Costume & Make-Up | Lizbeth Williamson | Makeup & Hair |
| Production | Bruce Chevillat | Unit Production Manager |
| Directing | Bruce Chevillat | First Assistant Director |
| Directing | Hope R. Goodwin | Second Assistant Director |
| Crew | Greg Walker | Stunts |
| Production | Karyn Isaacs | Additional Casting |
