Anne Bancroft originated the role of Gittel Mosca, a Greenwich Village dancer, on Broadway in 1959, and won the Tony award, but was passed over for the film.

Was set to star in the movie version of William Gibson's play about an uptight guy from Nebraska and a Greenwich Village free spirit.

Kim Novak in a 1959 interview to promote "Middle of the Night" expressed her disappointment at losing the role to Elizabeth Taylor, who later withdrew from the project; Shirley MacLaine eventually starred in the film.

Elizabeth Taylor had been set to star but her illness while filming "Cleopatra" changed the plan. Others say she rejected the part because she didn't want to work with director Martin Ritt, who was briefly attached to the project. Robert Wise eventually directed.