During filming, Radha Mitchell was the only actor who had the entire script. The other actors just had their storyline.
Due to the limited budget, Radha Mitchell, an Australian, couldn't have a dialect coach for her role as an American.
Winona Ryder was originally cast as Melinda, but was forced to drop out because no agency would insure her due to her famous arrest for shoplifting. Woody Allen stated in the book "Conversations with Woody Allen" that he wanted to cast Ryder, but he couldn't get a bonding on her.