should never be patently evil. They may have a set of values that differ from our own, but be careful of making them mustache-twirling villains." Biller viewed the interactions between Sulan and the Klingon version of Torres as being inspired by the fairy tale Beauty and the Beast. He considered a Klingon's strength to be the ideal beauty for a Vidiian, and that Sulan would develop an attraction to Torres. Biller said that the Klingon version of Torres was more manipulative than Beauty from the fairy tale because she uses her sexuality to convince Sulan to follow her demands. Biller believed the episode added more elements of horror to the series, and pointed to the moment when Sulan grafted Durst's face over his own as a "sick moment of inspiration" and a "classic horror movie moment". He felt that Sulan's discomfort with his appearance helped round out his character. Casting and filming Brian Markinson was cast as Sulan, the episode's primary antagonist. Owing to the sequence in which Sulan attaches Durst's face to his own, Markinson was also given the role of Durst. The character was introduced in the preceding episode ("Cathexis") so that he would be a familiar face to the viewers. Rob LaBelle, who was a close friend of Biller, was cast as an unnamed Talaxian prisoner but he concealed the connection during his audition to avoid preferential treatment. LaBelle later appeared in the series as the Takarian servant Kafar in "False Profits" and Talaxian settler Oxilon in "Homestead". Because of budgetary concerns, "Faces" was produced near the end of the first season. It was originally going to be set in a jungle, but the location was changed to caves after director Winrich Kolbe calculated that the former idea would exceed the episode's budget. "Faces" was the fourth episode of the series Kolbe directed, and he said that everything ran smoothly despite his lack of familiarity with the story arcs and characters. The sets for the Vidiian mines were constructed on Paramount Stage 18. Materials used to create security consoles in the Vidiian laboratories were previously used for the construction of Klingon starships. The prosthetics and make-up for the Vidiians were handled by make-up supervisor Michael Westmore. The episode (with the rest of the first season) earned a nomination for the Primetime Emmy Award for Outstanding Individual Achievement in Makeup for a Series for the 47th Primetime Emmy