This short film was shot over two nights in The Village Shopping center in the West University neighborhood of Houston, Texas.
The director, Sharad Kant Patel first received the music (by Chris Webb, Muskratch and Particle) and was challenged to interpret it with a short film for the 2008 A/V SWAP. It premiered in Houston and New York at Angelika Film theaters.
At the time, high school graduate Katie McDowell had just purchased her first pro-sumer HDV camera, and this was the first project she shot with it. Only a few weeks later she entered the University of Texas at Austin's Radio/Television/Film program as a freshman.
It was shot with no lighting, only using what was available on location.