James Marsters confessed that "the puppeteers were so good that it was easy to believe that Angel was actually trying to kick my butt. I blew takes by laughing too much, actually."
Diamond Select Toys created five plush toys based on this episode: three versions of Angel as a puppet, a Puppet Angel replica, and a Puppet Spike.
While Angel has accepted a suite of rooms at Wolfram & Hart as his new home, Fred is revealed to have a home in a trendy Los Angeles neighborhood near Venice Beach, at 511 Windward Circle.
Joss Whedon is the son of former Muppet writer Tom Whedon; several puppeteers from The Jim Henson Company were involved in the episode, including Alice Dinnean (as Angel's hands), Leslie Carrara-Rudolph, Victor Yerrid (as Polo), Julianne Buescher (as Flora), Tim Blaney (as Groofus), and Drew Massey, who designed and supervised the construction of the puppet characters, and performed the puppet Angel; Scott Johnson also served as the puppet coordinator.
This was the first episode to be aired after The WB announced that the series would not be renewed for another season.
David Fury: portrays the puppeteer Framkin, having previously portrayed the Mustard Man in Once More, with Feeling (2001).