The film's writer, producer, and director Ben Brown is also in the film as the mugger.
Ben Brown first imagined the concept of the film after hearing the song "About Today" by The National, which is a Cincinnati-based indie rock band and was later inspired further by the song "Hard to Find" also by The National.
A different actor was originally cast to play an aging Charles, but scheduling conflicts made it impossible for him to play the part. However, Dan Nye had already been cast in part because of his loose similarity to the original actor. Lew Sleeman was later cast to match Dan Nye.
Originally the film was supposed to be under 30 minutes. After 10 days of shooting an initial cut was completed that came in at 50 minutes. It was determined that the film was substantial enough in its content that director Ben Brown did not want to sacrifice anything, so more material was written that gave Carolyn Schultz's character, Clare, a bigger story arc, whereas before she was only in a few minutes of the film.
Dan Nye, who plays the younger version of Charles, is not a smoker but had to smoke 2 packs worth of cigarettes in total for the scenes where Charles smokes.