Noah, a young woman who lives alone in New York, is dating two very different men, Fred and Mitch, at the same time. However, she realises that neither man can totally fulfil her needs.
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| Directing | Henry Jaglom | Director |
| Writing | Henry Jaglom | Writer |
| Production | Bert Schneider | Executive Producer |
| Camera | Richard C. Kratina | Director of Photography |
| Editing | Pieter Bergema | Editor |
| Art | Harold Schneider | Production Design |
| Costume & Make-Up | Barbara Flood | Costume Design |
| Sound | Fred Bosch | Sound Mixer |
| Sound | James Nelson | Supervising Sound Editor |
| Camera | Martin Nallan | Key Grip |
| Art | Kenneth Fitzpatrick | Property Master |
| Sound | Jack Dalton | Boom Operator |
| Camera | Lou Barlia | Camera Operator |
| Lighting | Willie Meyerhoff | Gaffer |
| Directing | Stephen F. Kesten | First Assistant Director |
| Costume & Make-Up | Ed Brennan | Costume Design |
| Sound | Jim Gitter | Music Consultant |
| Directing | Nancy Hopton | Script Supervisor |
| Production | Diane Katz | Production Secretary |
| Camera | Vinnie Gerardo | First Assistant Camera |
| Production | Robert Barron | Production Supervisor |
| Directing | Sharon Sachs | First Assistant Director |
| Crew | Suzan Haffey | Post Production Supervisor |
| Directing | Robert J. Koster | First Assistant Director |
| Editing | Roberto Zelaya | Assistant Editor |
| Production | Marilyn La Salandra | Production Coordinator |
| Production | Lynette Bernay | Producer's Assistant |
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