We have observed the protostellar system in S 140 at 2.2, 3.1 and 3.45
mu m using a 128x128 InSb array camera with the Lick Observatory 3m t
elescope. We have developed a simple model of this region which has be
en used to derive the physical conditions of the dust and gas. IRS 1 i
s surrounded by a dense dusty disk viewed almost edge-on. Photons leak
ing out through the poles of the disk illuminate the inner edge of a s
urrounding shell of molecular gas as seen at locations NW and VLA4. Th
e optical depth at K through the poles of the disk is about 0.22, whil
e A(V)=30 towards IRS1. Analysis of the observed colors and intensitie
s of the NIR light, using Mie scattering theory, reveals that the dust
grains in the molecular cloud are somewhat larger than in the general
diffuse interstellar medium. Moreover, the incident light has a ''coo
l'' color temperature, similar or equal to 850-900K, and likely origin
ates from a dust photosphere close to the protostar. There is little H
2O ice associated with the dusty disk around IRS1. Most of the 3.1 mu
m ice extinction arises instead from cool intervening molecular cloud
material. We have also compared our infrared dust observations with mi
llimeter and radio observations of molecular gas associated with this
region. The large scale structure observable in the molecular gas is i
ndicative of the interaction between the protostellar wind and the sur
rounding molecular cloud rather than the geometry of the protostellar
disk, We conclude that S 140 is a young blister formed by this outflow
on the side of a molecular cloud and viewed edge-on.