Hideo Nakata has disowned the film and claims to hate it. He blames the film's negative reception from fans and critics on studio interference, as Paramount executives would step in during the shoot and either force him to reshoot key sequences, delete certain scenes or change existing scenes until they bore little resemblance to what Nakata had in mind.
Because of the studio interference, Hideo Nakata nearly walked out of the film's production and tried to return to Japan, but only stayed begrudgingly out of respect for the cast and crew. The bad experience convinced him to never film again in the United States and refused to be involved in any further installments of the franchise.
Naomi Watts was disinterested in filming the sequel after seeing the script, but begrudgingly appeared in the film due to contractual obligations.
During the shooting of a carnival scene, locals mistook the set for an actual carnival and wandered in. They were included as extras in the film.