At the Toronto International Film Festival (2011), the director admitted that much of the movie was improvised. The script outlined what would happen, but Felicity Jones and Anton Yelchin improvised much of their dialogue.
Director Drake Doremus revealed that in order to get a PG-13 rating some slight changes had to be made to the original cut - mainly the R-Rated language - that premiered at Sundance in 2011.
Writers Drake Doremus and Ben York Jones looked back at some of the long distance relationships they had been in for the inspiration of this film.
Oliver Muirhead's hobby in the film was making bread which he does in real life.