Pre-production began in January 2008 when, upon graduating college, writer/director Rahmin Atarod revised a script he began in high school. He brought the story to CJ Davis, a college friend and collaborator, and immediately the two began work to meet a summer shoot date. Putting together a production from the ground-up wasn’t unfamiliar for the two producers; however, the scale was certainly much more ambitious than either of them had experienced.

Areas throughout Northern Virginia were scouted and locked as the producers pulled pieces from different suburban communities to create the amalgamated fictional town portrayed in the film. Assembling a cast and crew up to the challenge would prove more difficult. Finding the five leads took over seven months as the producers auditioned dozens of actors for each role. Andrew Hartman and Thai Reznich were cast just weeks before the August start date. Altogether, most of the cast and crew were fresh from college or film school and, for most of whom; this would be their first feature.

Principal photography took 25 days throughout August and September 2008, during which Atarod sat in the director’s chair and Davis assumed the role of director of photography. Additionally, as the film’s sole producers, the two were forced to balance their creative responsibilities with their managerial duties. The shoot was grueling as the majority of filming took place at night.

All second unit photography was completed in pieces over the next two years as Atarod assembled the film while balancing a full-time job. The film features an original score written by John Fishback and produced by Matt Bliss. Fishback’s score utilized guitars, drums, and synths to complement the dreamy mood of the images and captures the film’s themes of alienation. The film was completed on August 8th 2010, two years to the day that principal photography began.