All the film's music (except for the closing credits and the live band at the Christmas party) is played in the background on radios, jukeboxes or, at the swim party, on a portable record player.
Ellen Burstyn was originally considered for the role of Genevieve, but after meeting with Bogdonavich and reading for all three of the older women characters, he asked her to play Ruth Popper. Burstyn, however, preferred the role of Lois, and Bogdonavich told her to go home, think about whatever part she wanted to play, and call him the next day. She called him the next morning, telling him she still wanted to play Lois, and he agreed.
Cybill Shepherd was cast with the option of backing out of her nude scenes if she so desired. She only agreed to do them after asking the opinions of three female costars--Cloris Leachman, Ellen Burstyn and 'Eileen Brennan' --who all thought she should do them.
Tex Ritter auditioned for the role of Sam the Lion.
Ben Johnson was persuaded to accept the role of Sam the Lion by his friend John Ford.
The location was Archer City, Texas, hometown of Larry McMurtry, the author of the novel "The Last Picture Show". McMurtry and Director Peter Bogdanovich scouted several locations for the movie and Bogdonovich chose Archer City when McMurtry stopped there during the trip. The town remains much as it was during the filming. The Royal Theater was rebuilt after the filming of Texasville (1990), sequel to The Last Picture Show. The Royal no longer screens films but currently hosts The Texasville Opry, the Late Week Lazy Boy Supper Club and numerous plays and performances.
Filmed entirely on location in Archer City, Texas, the city upon which the fictional city of Anarene was based.
Cloris Leachman's last scene in the movie was printed on the first take without any previous rehearsals. She wanted to rehearse the scene but director Peter Bogdanovich thought it would ruin the scene if it was rehearsed. Ultimately his sense of direction paid off, as Leachman won the Academy Award for her performance.
Peter Bogdanovich claims he edited the finished film almost entirely by himself, but had Donn Cambern do some minor work simply so they would have an editor's name on the credits.
Upon selecting the town of Archer City, Texas, as a filming location, production designer Polly Platt and director Peter Bogdanovich decided that the town should have a bleak, colorless look about it. After considering several options, such as painting all the buildings gray, Platt and Bogdanovich consulted close friend Orson Welles about the viability of shooting the film in black and white. Welles simply said, "Of COURSE you'll shoot it in black and white!"
In 2007, the American Film Institute ranked this as the #95 Greatest Movie of All Time. It was the first inclusion of this film on the list.
The movie is prominently featured in Stephen King's 2006 novel, Lisey's Story.
Peter Bogdanovich's introduction to this story was through actor Sal Mineo who had given him the novel to read by then little-known Texas writer Larry McMurtry. Mineo had longed to play a part in the film adaptation but felt he was by then a little too old for any of the principal roles.