James Holzier is said to have been considered for the part of Noah Calhoun.

Ashley Judd was once attached to play the character of Allie.

Britney Spears was considered for the role of Allie Hamilton but was beat out by Rachel McAdams.

Director Nick Cassavetes asked Timberlake to play James Mardsen's part. Timberlake turned it down, saying the role required a "movie star" and to call him when there was a meatier part.