Rebecca De Mornay initially auditioned for the role of Claire Bartel and Annabella Sciorra auditioned for the role of Mrs. Mott.
The scene where Mrs. Mott visits Michael's workplace was filmed at Bio Techniques Laboratories in Redmond, Washington and used company employees as extras. The picturesque wooden building, previously the research center for the historic Simpson Timber Company, was demolished 2 years later to make room for the expansion of Microsoft.
The title of the film is taken from the poem of the same name written by William Ross Wallace. The poem praises motherhood as the primary impetus for changing the world.
Rebecca De Mornay had been angling for the part of Tinkerbell in Hook (1991). Losing the role to Julia Roberts prompted her to seek something a little darker. Ironically, Roberts was nicknamed "Tinkerhell" by the crew while filming Hook because she was difficult to work with.