Kevin Costner turned down the lead role of Tom Wingo.

Don Johnson hoped to make this film with Barbra Streisand, who he was dating at the time, but their break-up meant he was also no longer attached to the project.

Chris O'Donnell was cast as Barbra Streisand's son, but Streisand replaced him with her own son, Jason Gould.

In the early stages of pre-production, Robert Redford was in talks with Streisand to play Tom Wingo. Altough the two wanted to work together again since THE WAY WE WERE, scheduling conflicts interfered and Nick Nolte won the Oscar nominated role.