This was BS Filmworks' fifth 48 Hour Film Project - the first directed by co-founder Brock Sherman. The film had required elements to be part of the competition, including apples, the character Virgil Gerbins (uncle), the line of dialogue "Why don't you do it."
This film was Geroge Mayl's first time ever on a motion picture. He had contacted one of the producers the night before filming began, asking if there was a need for extras. The producer said yes, and loved him so much he upgraded him to a principal. The writers gave him several key scenes in the film.
The addition of Hapa the Dog into the film was a happenstance. AD Bob King brought him to the set, and the crew insisted he be included as a member of the group therapy. He was so good on the master shots, the director decided to give him his close up and later include him in the edit.