The movie was shot on DV with the aid of the "Shallowvision" Depth of Field adapter, constructed by Oren Kaplan with the assistance of George Pang, Ken Wronkiewicz, and Shlomo Sofer. The Shallowvision adapter allows a small-CCD DV camcorder to have a depth of field equivelent to a 35mm camera and takes Canon FD-mount lenses. The prototype adapter was constructed out of pieces of a medium format camera, a broken FD-mount extension tube, cardboard, and duct tape.
On set, in order to distinguish the two Kens, Ken Furer became "Good Ken" and Ken Wronkiewicz claimed "Evil Ken".
At one point, when all of the available batteries were discharged, camera power was provided by a car battery, an inverter, and the camera's AC adapter. This required the crew tasked with carrying the battery to carefully maneuver during the Steadycam shots.
Some shots were easier to film backwards instead of forwards. Since the movie was already half played in reverse, most shots were filmed in the direction that was most convenient.