Caroline at Midnight is a 1993 erotic thriller film, written by Travis Rink and directed by Scott McGinnis. Rated R, it was released direct-to-video in December 1993. It aired on Cinemax in 1994 and the Showtime Network in 1995. In 1995 it was screened on The Movie Channel's Joe Bob's Drive-in Theater with producer Roger Corman discussing the making of the film with film critic Joe Bob Briggs. In reflecting on her career in a 2009 interview in the Los Angeles Times, Virginia Madsen described her role in this film as indicative of the low quality sex driven films which she was type cast in during the 1990s.