Writer and director Mike Hodges was surprised that a star of Michael Caine's stature would want to play Carter. Caine said "One of the reasons I wanted to make that picture was my background. In English movies, gangsters were either stupid or funny. I wanted to show that they're neither. Gangsters are not stupid, and they're certainly not very funny." He identified with Carter as a memory of his working class upbringing, having friends and family members who were involved in crime and felt Carter represented a path his life might have taken under different circumstances: "Carter is the dead-end product of my own environment, my childhood. I know him well. He is the ghost of Michael Caine."
One of Stanley Kubrick's favorite movies. Upon seeing it, he remarked, "Any actor who sees this will want to work with (Writer and Director) Mike Hodges."
Following this movie's release, barmen in Newcastle got sick of being asked for drinks "In a thin glass!"
The most complicated scene to shoot was Kinnear's game of cards. There are four simultaneous conversations, with a lot of plot exposition and the introduction of two important characters, Kinnear and Glenda. The technical complexity was compounded by the variation in light coming through the windows and John Osborne's whispered delivery, which made microphone placement difficult. Mike Hodges moved the camera and the boom closer to Osborne as the scene progressed. Hodges regretted not rehearsing the scene more thoroughly.
There are two soundtracks for the U.S. and U.K. releases of this movie. At the start of the movie, Carter is with some Cockney gangsters watching a porn movie. The voices of the Cockney gangsters were re-dubbed for the U.S. market, as the U.S. distributor believed the accents would be too heavy for the American audience to understand.