The film was originally shot in 2005 in Tennessee, but was abandoned during post-production when the filmmakers discovered that most of their footage was ruined, due to their camera having a mistimed shutter. A year later, director Kate Sharp, who had since moved from New York to Los Angeles, decided to reshoot the ruined scenes with the same cast and crew, with LA locations standing in for Tennessee. Around 25% of the completed film is from the original shoot.