Shot in 3 days and completed within 13 days.
Originally planned to be shot in 2008 with Katharine Franco and Carter Frost in the lead roles. Instead, Franco starred in another Nicholas Zebrun film: Variations on a High School Romance (2010).
A different version was shot in 2010 starring Jennifer Pilarcik and David Paul. However, due to technical difficulties, the resulting product could not be edited together or rendered. Nicholas Zebrun considered re-shooting portions of the film, but ultimately scrapped it, opting to re-shoot the entire thing with a different cast in a new location.
The film reunites Jill Ethridge and Andrew Manning, who previously starred in Noir City (2014). An on-set joke began suggesting that this was an origin story for their respected characters from that movie.
For several shots, Nicholas Zebrun allowed the camera operator to improvise movements at the spur of the moment, creating a semblance of spontaneity and energy.