MGM optioned the biography, upon which this film is based ("Arbus"), in 1984 as a possible starring vehicle for Diane Keaton.
Robert Downey Jr. had a previous connection to the Arbus family. His father, filmmaker Robert Downey Sr., made Palácio de Greaser (1972) starring Diane Arbus' ex-husband, Allan Arbus, with young Robert Jr. in a small part.
The film features no photographs by Diane Arbus. The Arbus estate denied approval to use her work in the film.
Director Steven Shainberg did not make another feature film until ten years after he completed this film.