When star high school athlete Eric needs help with his school work, Emily convinces Eric's mother Carol, that she is perfect tutor for her son but she has other reasons to that stem beyond helping him with his homework.
| Directing | David DeCoteau | Director |
| Writing | Adam Rockoff | Writer |
| Production | Vivica A. Fox | Producer |
| Production | David DeCoteau | Producer |
| Camera | Terrance Ryker | Director of Photography |
| Production | Jeffrey Schenck | Executive Producer |
| Production | Barry Barnholtz | Executive Producer |
| Production | Zelma Kiwi | Executive Producer |
| Sound | Chris Cano | Music |
| Editing | Brian Brinkman | Editor |
| Editing | Spenser Reich | Editor |
| Art | Zack Matzganis | Production Design |
| Costume & Make-Up | Haharhel Valencia | Costume Design |
| Writing | Jeffrey Schenck | Story |
| Writing | Peter Sullivan | Story |
| Sound | Chris Ridenhour | Music |
| Sound | Marc Ferrari | Music Supervisor |
| Production | Peter Sullivan | Co-Producer |
| Production | Brian Nolan | Co-Producer |
| Production | John Schouweiler | Unit Production Manager |
| Directing | Max Schouweiler | Assistant Director |
| Camera | David Bowsky | First Assistant "A" Camera |
| Camera | Jeremy Patsy | Second Assistant Camera |
| Camera | Derrick Beiter | Digital Imaging Technician |
| Camera | Barry Macachiner | Key Grip |
| Lighting | Carlos Ceja | Gaffer |
| Sound | Ray Gaona | Production Sound Mixer |
| Costume & Make-Up | Michael James Pistone | Key Makeup Artist |
| Costume & Make-Up | Tai Young | Makeup Artist |
| Costume & Make-Up | Mary Turner | Hairstylist |
| Costume & Make-Up | Tara Barrett | Costumer |
| Editing | Mark Noad | Online Editor |
| Editing | Mark Noad | Colorist |
| Sound | David Michael Erwin | Sound Designer |
| Sound | Dave Moorman | Sound Re-Recording Mixer |
| Sound | Mark McBryde | Foley Artist |
| Visual Effects | Joseph J. Lawson | Visual Effects |