Originally written to feature Conrad Brooks as Maxwell Selwyn. The role was recast three times and the majority of the film was completed before Ryan Stocking took the part.
Shot on weekends and whenever time would allow between July and December 2004. Since not all of the exterior shots were finished in the summer months, several actors had to perform in frigid cold weather while still wearing t-shirts and shorts.
The majority of the film's production budget was gained when Justin Channell went on a school trip to Disney World and pocketed most of the money he was given for souvenirs.
Richard Dyszel's cameo was added to the script when he agreed to shoot a cameo during the Horrorfind Weekend IV convention in Hunt Valley, Maryland. The scene was shot in a parking lot shortly after the celebrity room at the convention had closed for the night.
Zane Crosby never read the full script to the film, claiming that he wanted to be surprised by the outcome.