Tamblyn, 32, was terrified; it was actually the original director who pushed Tamblyn to helm the film, about the twisted relationship that forms between the grieving girlfriend Josie (Shawkat) and mother Meredith (Janet McTeer) of a young man who dies by suicide (Rhys Wakefield). "She said to me, 'What is it that you're waiting for? What's the reason you don't want to do this?' So I had to ask myself that, and I found that the only reason was fear." Tamblyn decided to go with her gut, "which [was] telling me I have a super phenomenal film in my head and I should try to make it come alive."