The movie's first-time screenwriter Jason Lew and (co-producer) Bryce Dallas Howard attended New York University together and it was there that Lew first wrote the story as a play. Howard, who had acted in plays with Lew, got a peek at the story and encouraged him to write it as a screenplay.
The film is dedicated to the memory of Dennis Hopper, Henry Hopper's father.
Schuyler Fisk, who appears in this film, is the daughter of Sissy Spacek. Both this film and Badlands - Zerschossene Träume (1973), which Spacek appeared in, feature the music piece 'Gassenhauer' by Carl Orff.