Auditions were done in Griffith Park by the historic Carousel. Actors where given vague instructions to see if they were directionally challenged or not since shooting was going to be done in the city without permits and over a fews days. Those that found the awning and sign-in table by the Merry-Go-Round auditioned their sides on the grassy slopes as the hurdy gurdy melodies played in the background.
The script idea was inspired by a character from Argentine/French writer Julio Cortázar's Hopscotch: Horacio Oliveira.
Shot over four days in and around the historic Los Angeles neighborhoods of Lincoln Heights, La Bishop, Chinatown, and City Terrace.
The beginning "forest" scenes were actually shot in a place that was termed "Graffiti Forest" because many of the trees where so tagged that the shots were blocked off to only show the clean, un-graffitied sides of the trees.