It was written by series creator Rob McElhenney and executive producer Charlie Day, and directed by John Fortenberry.

As Charlie, Dennis, and Mac start closing up Paddy's Pub, Dee brings a friend from her acting class, Terrell.

Charlie doesn't show interest in Janell because he believes he and Mac should focus on befriending black men, not women.

Mac realizes the real reason is that he's only obsessed with the Waitress and creates a scene on campus to show that Charlie keeps a picture of her in his wallet and threatens to rip it up.

Dee is against the change, deciding to go into Terrell's house and yell at him about why he didn't inform her about him being gay due to her passion for him.

Charlie insults Janell in front of Terrell, and Mac makes a racist statement about how all black people are related, causing the room to become extremely discomfiting.

The show was budgeted at $450,000 an episode, less than a third of a network standard, using Panasonic's DVX100 MiniDV prosumer video camera.

[2] The original concept had "the gang" being out-of-work actors with the theme song being a cha-cha version of "Hooray for Hollywood";[3] however there were too many shows at the time with a similar premise.

"[4] The title was later changed to reflect that, in the unaired pilot, the gang had been rewritten as bar owners in Philadelphia, instead of actors in LA.

Prior to Kaitlin Olson joining the show, the character Sweet Dee was originally played by Jordan Reid, who at the time was the girlfriend of McElhenney, but was recast after they broke up.