Shot within three hours.
Similar to Quincy Ledbetter's other short film, The Confession of Levi, no audio was recorded, as the project was originally going to be used for a music video.
There are no actors in the film. Everyone that appears on camera are friends of Kathtryn Diehl. Sara Moffett, who plays the best friend, was not even aware of the story and was only told to show up at the location with three changes of clothes.
All of the scenes with Sara Moffett (Friend) and Billy Kieth (Man) where shot on the same street, but at angles to make it appear like they were two completely different locations.
Writer/Director, Quincy Ledbetter, recorded the score by completing an edit of the film, improvising a piece on the piano while viewing playback, and then making final edits for timing to the improvisation. Only one take of the piano improvisation was recorded.