Apart from the cast, a centerpiece of the film is the airport itself. Production designer Aaron Osborne notes, “We wanted the airport to be an integral part of the story. During the beginning of the film, the airport has this cold, unfeeling nature, and we wanted to show how these kids behave in such an unfriendly environment. Naturally, kids will be kids and, in the end, they bring a lot of warmth to it.”

Feig envisioned a large, modern, open space, with high ceilings and large windows that would create the feeling of being truly lost in a maze of hallways and overpasses. “Paul was looking for something that resembled truss architecture,” recalls Osborne. “He was using the 60’s architecture of Chicago’s O’Hare airport as his model and we did our best to replicate that.”

Interestingly, Osborne found the look of a cold, snow-covered Midwestern airport, not in the Midwest but in Salt Lake City, Utah; and not in an airport but in a library, a sports arena, a convention center and a UPS shipping center.

“It was difficult finding a single space that could accommodate all of our needs, and be available for a few months of prep and two months’ shooting. We ended up piecing together separate buildings to create the airport. The Salt Lake City Public Library is a wonderful piece of architecture that became the main promenade in the film. Then we used the Delta Center sports arena as our cold, concrete UM room,” Osborne explains. The Salt Palace Convention Center was another key location, featuring trusses that support the high, mostly glass roof, and resembling a cool, modern-looking airport. For the baggage chute scene, in which a few of the UMs tumble through, Osborne reveals, “Paul was very inspired by the Denver airport baggage system, which is famous for absolutely destroying every piece of luggage that goes through it. We ended up building a bunch of pieces and using a UPS plant. I think we’ve got an amazing sequence, which we’re incredibly proud of, as a lot of teamwork went into that.”

While Osborne helped tell the story with the set, costume designer Lisa Tomczeszyn worked closely with the director to enrich the backstory of each of the film’s characters.

“Paul wanted things to look very, very real. He was always referencing memories from when he was a kid, but, unfortunately, as a result, his visual references spoke more to the 1970s than they did to 2006,” Tomczesyn laughs.

“We created styles for each of the characters that would highlight their individual personalities and backgrounds. For Spencer, Paul wanted him to truly look like he was dressed from Kmart, which he partially is,” continues Tomczesyn. “The problem was that Paul felt a lot of the clothing that Kmart and Target sells was still too cool. So I relied on good, old American Apparel standbys, which is funny because American Apparel is the coolest of the cool, but on Spencer it read as traditionally nerdy.”

Tomczeszyn goes on to illustrate the influences for the costumes of the other UMs. “For the home-schooled adult-child Charlie, we created a Fred Astaire-meets-Eton schoolboy look. For the rich girl Grace, who has enough money to shop anywhere for designer clothing, the chic, modern, label-free look seemed most fitting. And we chose bolder colors and patterns for the outfit of the gut-punching tomboy Donna.”

The look of authority for the airport personnel was created on a sliding scale based on rank. “Wilmer is in a cheap hundred-dollar suit,” says Tomczeszyn as she describes the look for the airport employees. “The goal with Wilmer was to make him look as schlumpy as possible. And he was game; he put it on and was like, ‘This is great!’ On the other hand, Lewis is basically just the high-end version of Wilmer. He is neatly dressed in a conservative, authoritative suit.”