A prudish woman working on tenure as a literacy professor at a large urban university finds herself attracted to a free-spirited, liberal woman who works at a local carnival.
| Production | Barbara Tranter | Producer |
| Directing | Patricia Rozema | Director |
| Production | Deirdre Bowen | Casting |
| Sound | Lesley Barber | Original Music Composer |
| Production | Robert Lantos | Executive Producer |
| Camera | Douglas Koch | Director of Photography |
| Editing | Susan Shipton | Editor |
| Writing | Patricia Rozema | Writer |
| Production | Wolfram Tichy | Co-Executive Producer |
| Art | John Dondertman | Production Design |
| Art | Rob Hepburn | Set Decoration |
| Art | Megan Less | Set Decoration |
| Costume & Make-Up | Linda Muir | Costume Design |
| Costume & Make-Up | Debra Johnson | Hairstylist |
| Costume & Make-Up | Stephen Lynch | Makeup Artist |
| Costume & Make-Up | Vicki Sather | Other |
