Julia Roberts's long red hair was mostly extensions. Her real hair was relatively short during filming.

In later years, Joel Schumacher admitted that he felt he was the wrong director for the film. Schumacher did the picture as a personal favor to Julia Roberts because he'd enjoyed working with her on Flatliners (1990).

Cary Elwes, Andy Garcia, Mel Gibson, James Spader, and Daniel Day-Lewis all turned down the role of Victor Geddes.

The picture was developed as a star vehicle for Julia Roberts by producer Sally Field. Both had starred in Steel Magnolias (1989) a few years earlier.

The "Theme from Dying Young" was performed saxophonist Kenny G. He had previously collaborated with David Foster on the "Love Theme From St. Elmo's Fire (1985)" which was also directed by Joel Schumacher.