According a number of critics and sources, this picture is somewhat of a companion piece to writer-director Alan Rudolph's later film Mrs. Parker and the Vicious Circle (1994).
Actress Linda Fiorentino replaced Meg Tilly in the part of Rachel Stone. Tilly was going to play Stone, but withdrew due to scheduling conflicts, before Fiorentino eventually signed on.
Mick Jagger and Sam Shepard turned down the role of Bertram Stone, where it eventually went to John Lone.
Writer-director Alan Rudolph once described the film's script as "the most rejected screenplay in Hollywood".