The original 1995 draft by Zak Penn circulated around Hollywood for seven years before finally being made. After several drafts were rejected, the original draft, with several revisions by Billy Ray, was used for shooting.
$7.5 million of the budget came from the state of New Mexico through an interest-free loan. In return, the state will get 2.5% of the box office, until it makes $90 million or over, at which point they will get 3% of the gross.
Sylvester Stallone, Tom Cruise and Ben Affleck were all said to have expressed interest in appearing in the project in the late 1990s. Cruise eventually took up a position as producer on the project instead, but he asked to have his name removed from the credits just prior to release.
The movie was funded in conjunction with New Mexico's Film Investment Program.
Uncredited producer Tom Cruise was impressed with Carrie-Anne Moss for this film that he wanted her in his next film Mission: Impossible III (2006) but due to schedule delays, she had to leave the project.