Shot entirely on borrowed cameras in the spare time of the unpaid cast and crew, on an estimated total budget of $400.
The roles played by John Bryant, Adam Breske, Erin Alane Cummings, Amy E. Kiser, Vanessa Ragland and Courtney Davis were written specifically for those actors. Jack Bennett wrote the role of the quiet Alden for himself after an ex-girlfriend accused him of not being able to shut up.
The movie began when writer-director Jack Bennett was depressed after a combination of his breakup with Erin Alane Cummings and the loss of his feature-length student film to a crashed server. Bennett started writing humorous vignettes about breakups to cheer himself up. It was Cummings who read the self-contained scenes and suggested that they could be expanded into an entire movie.
The prominent role of Tim was offered to Adam Breske without the knowledge that in two weeks he was going to leave the country for six months. Breske agreed to play the part on the condition that his scenes could be completed before his departure. His entire performance (50 pages of the screenplay) was shot in ten days.
The final production day for Adam Breske was the night before he was to catch a plane to Switzerland for a semester abroad. Filmed that night was the entire date between Tim and Marie (during which Breske, in character, drank several beers), and the scenes of Tim, Clay and Alden drunkenly singing (during which director Bennett noticed too late that the prop bottle of Jack Daniel's was more and more empty at the start of every take). Shooting finally wrapped at 6:30am with Breske highly intoxicated. As Bennett dropped Breske off at his house to wait for a 7am ride to catch the plane, Breske revealed that he had not even begun to pack his bags for the six months in Switzerland.