After losing an actress 12 hours before shooting the party scene, Actress Sarah Ann Corkum was selected to play the role of the Ugly Girl in an on-set rewrite.
The characters of Travis, Ryan, and Chuck were created based on experiences Director Joe Bandelli had with childhood friends. The character of Jim is loosely based off of Joe himself.
The film was shot during the winter in East Hampton, New York. Although East Hampton is very quiet during the off-season, two of the main locations had sound issues due to construction crews working close by.
Actor Matthew Wise was the first person to audition for the entire film. He was also the first person cast.
Actor Duane Cooper improvised kicking his leg up into the air when his character Travis, first sees Jim. The infamous leg kick was also added to the party scene.