Having recently lost his mother, teenager Henry Nearing develops a crush on seductive classmate Grace, who toys with him. Though he has been friends with Merna for a long time, he fails to see her sincere attraction to him, and instead wastes time with the uncaring Grace.
| Directing | Rick Rosenthal | Director |
| Writing | Scott Sommer | Novel |
| Writing | Jacob Aaron Estes | Screenplay |
| Camera | David Geddes | Director of Photography |
| Editing | Madeleine Gavin | Editor |
| Art | Mark Zuelzke | Production Design |
| Costume & Make-Up | Cynthia Morrill | Costume Design |
| Sound | John E. Nordstrom | Original Music Composer |
