Helena Bonham Carter dropped out of the role of Bess McNeill.

Melanie Griffith was offered the female lead role, but the director opted for the younger Emily Watson.

Writer/director Lars Von Trier wanted Madonna to be in the lead. He wrote the film with her on his mind. He sent the script to her but didn't get any response from her. He didn't know why so he moved on.

Barbara Sukowa was originally cast as Dodo but was replaced by Katrin Cartlidge.