Director Kelly Reichardt was worried that Michelle Williams was "too pretty" to play the role. She asked Williams to go without makeup and not wash her hair for two weeks during filming.
Michelle Williams slept in her car for a few nights in order to get into character.
A friend of the director allowed Michelle Williams and her daughter to stay in their guest house during filming.
Michelle Williams was so scruffy during filming that when bystanders came up to chat with the crew they totally ignored her.
Michelle Williams did not shave her legs or clean her fingernails during filming. After filming completed, Williams' friend Busy Philipps treated her to a manicure and pedicure.