The film was conceived on March 8, 2008. Principal photography took place in several segments totaling 108 days: 78 days from September 10 to November 22, 2009, 10 days from January 16 to January 25, 2010, 9 days in August 2010, and 11 days second unit. The final shot was filmed on December 20, 2010.
The director and composer collaborated for nearly two years and completed the entire score without ever communicating vocally or face to face. All correspondence was e-mail-based before meeting for the first time just days before the live orchestration of the score.
In the glass shattering scene, tarp was laid on the ground to catch the glass shards. On the first take, the shards landed on the ground beyond the perimeter. It took the team four hours with flash lights to clean the playground.
To reach the top of the chalk pyramid, a 100 foot crane was rented. The wide shots were filmed during the crane rental period, but the close ups and dialogue scenes were filmed on an adjacent tower which was accessible by foot.
The behind the scenes documentary and commentary were made prior to the 19 month film festival circuit, the search for distribution, and the music rights clearance struggles. Overall, it took 1,757 days to fully complete the project and release it.
The film was complete in May 2011, but with an initial $100,000 quote for 'all-rights' for the corporately-owned songs, it took months of negotiations, a team change, replacing a few songs, and selling off equipment/working odd jobs to afford and negotiate a $6,350 price tag and get the permissions under control.
On top of the $80,000 production budget, $5,000 was spent on postage, film festival fees, and miscellaneous post-production costs. $7,000 was spent to clear film festival music rights, $6,350 was spent to clear all music rights, and $3,000 was spent to manufacture and distribute the DVDs.