The subject matter was so intense that lead actress, Deborah Stewart, lost 20 pounds during shooting.
The film was shot in two weeks and the entire cast and crew lived on the set together, getting four hours sleep a night if they were lucky.
The screenplay was a 2004 IFP/NY Emerging Narrative selection.
The film was actually a "spin-off" from one of the writer's previous screenplays in which Nicole and Amy appeared as a sub-plot. The previous script was a straight romantic comedy but the writer felt the Nicole and Amy sub-plot was a much more compelling story.
The film was written in 10 days with only minor changes made to the script during rehearsals and shooting.