Jack Nicholson mainly agreed to make this film in an attempt to revive the careers of his old friends Bob Rafelson and Carole Eastman. Nicholson had worked successfully with the two on Five Easy Pieces (1970).
The first version of the script was written in the 1970s, and was to feature Jack Nicholson and Jeanne Moreau. At first, Caole Eastman hoped to direct her script herself.
A promotional photo session featuring Ellen Barkin sporting a studded dog collar and attached to Jack Nicholson's leash had American feminist organizations in an uproar.
Meryl Streep was initially intended for the role of Joan Spruance, but she withdrew when she became pregnant.
Other pairings considered were Diane Keaton and Jack Nicholson, then Robert De Niro and Jessica Lange, and then Al Pacino and Meryl Streep, before its final incarnation of Nicholson and Ellen Barkin.
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