The entire film was shot in The Miniature Studio in Topanga Canyon.
The Boatman marionette, was designed and built by Russian puppet master, Eugene Seregin, to originally play the role of the puppeteer, Master Pedro, in Classics in Miniature's Don Quixote film. This film is his quasi-sequel spin-off.
The haunting music, by Grammy Award winning composer Christopher Tin, was performed at Carnigie Hall by Angel City Chorale in 2014 (to which director Steven Ritz-Barr belongs), although this version is not from that concert.
Lorelei originally comes from Celtic myth. She is also known from Homer's Odyssey as a Siren, where a lilting sound accompanies a seductive image. Along the Rhine River in Germany there is a meandering curve called Lorelei because of the strange sound coming from the wind around the bend. The traditional version weaves a tale of distraction for the Boatmen and they fall to their deaths while longing for ... what men long for in their dreams- the mermaid, Lorelei. This piece was inspired and loosely based on the Heinrich Heine 19th century poem of the same name. It is a cautionary tale but here it is also a tale of immense grief.
All environments and effects in the short are handmade and done practically. Even the clouds moving in the sky are pulled along by an operator.