According to Lawrence Schiller, Debra Winger was strongly favored for Nicole Baker, but was turned down after being considered "too urban" for the role. Tatum O'Neal also read for the role.
Rosanna Arquette said she was unhappy with the film's nude scene, remarking in an interview that the idea of the general public seeing her naked made her feel uncomfortable and exploited, and that most of the offers she received after demanded that she also get naked.
The character of Larry Samuels, played by Steven Keats, was based on the film's producer/director, Lawrence Schiller.
Shortly before filming, Eli Wallach learned that Gary Gilmore was born on Union Street, just like him.