Christopher Gilstrap designed his own clown makeup based in part on clown makeup he's used in the past for scare acting in haunted houses.
When selecting the locations for Carnclown Alley and Jestjollies, director John Wassel was looking for places that evoked a feeling of sketchiness and danger.
The steam tunnel scene was filmed in the abandoned Los Angeles zoo.
The clown in Carnclown Alley who had a unicycle for sale was played by the same actor who played Ron, Spencer Carney.
For the final shot of Curtis honking his horn, the horn was actually broken. A honking sound effect had to be added in post-production.