Paul Verhoeven, director of the original Basic Instinct (1992), disliked the movie. He named the lack of a strong male character to balance out the character of Catherine Tramell (Sharon Stone) as one of the reasons for the film's failure.
Robert Downey Jr. was set to star but had to drop out when he was charged with drug possession. Kurt Russell was attached at some point but bailed out because he felt uncomfortable with the nudity. Pierce Brosnan refused to play the male lead role because of distasteful elements. Bruce Greenwood was set to star but dropped out because he hadn't been signed on yet and feared the actors strike. Benjamin Bratt was banned by Sharon Stone for not being a good actor.
When the sequel was originally being planned in 2000 Michael Douglas declined to reprise his role as Nick Curran, admitting there were also issues regarding his age.
Before agreeing to perform the full-frontal nude scene Sharon Stone invited a friend over to watch the original Basic Instinct (1992). During the film, Stone, by her own admission, stripped down totally naked and asked her friend if she could "still pull it off."
The film is the first and only theatrically released followup to a box-office hit that did not even earn $10 million in the U.S. box office.