Before Dustin Hoffman auditioned for this film, he knew that his all-American image could easily cost him the job. To prove he could do it, he asked the auditioning film executive to meet him on a street corner in Manhattan, and in the meantime, dressed himself in filthy rags. The executive arrived at the appointed corner and waited, barely noticing the "beggar" less than ten feet away who was accosting people for spare change. At last, the beggar walked up to him and revealed his true identity.

Dustin Hoffman put in so much effort portraying one of Ratso's coughing fits that one time he actually ended up vomiting.

According to Dustin Hoffman, the taxi incident wasn't scripted. During an L.A. Times interview in January 2009, he said that the movie didn't have a permit to close down the New York City street for filming, so they had to set up the scene with a hidden camera in a van driving down the street, and remote microphones for the actors. After fifteen takes, it was finally going well, but this time, as they crossed the street, a taxi ran a red light. Hoffman wanted to say "Hey, we're SHOOTING here!", not only from fear of his life, but also from anger that the taxi driver might have ruined the take. Instead, being the professional that he is, he stayed in character and shouted "Hey, we're WALKING here!" and made movie history. Jon Voight also backed up this version of the incident, saying that seeing how well Hoffman was handling the situation, he likewise stayed in character.

Dustin Hoffman kept pebbles in his shoe to ensure his limp would be consistent from shot to shot.

The film was rated "X" (no one under 17 admitted) upon its original release in 1969, but the unrestricted use of that rating by pornographic filmmakers caused the rating to quickly become associated with hardcore sex films. Because of the stigma that developed around the "X" rating in the ratings system's early years, many theaters refused to run X-rated films, and many newspapers would not run ads for them. The film was given a new R-rating (children under 17 must be accompanied by a parent or legal guardian) rating in 1971, without having anything changed or removed. It remains the only X-rated film to win the Oscar for Best Picture, be shown on network television (although the "R" reclassification had taken place by then), or be screened by a sitting U.S. President, Richard Nixon.

In one particular scene, Ratso and Joe get into an argument over cowboys. Ratso states that "Cowboys are fags!" Joe's response is "John Wayne is a cowboy! Are you calling John Wayne a fag?" Coincidentally, Dustin Hoffman and Jon Voight were nominated for the Best Actor Oscar for their roles as Ratso and Joe, respectively. They lost out to John Wayne for his role in True Grit (1969).

Bob Dylan wrote the song "Lay, Lady, Lay" for the film, but didn't complete it in time to be included in the soundtrack.

Dustin Hoffman's performance as "Ratso" Rizzo is ranked number seven on Premiere Magazine's 100 Greatest Performances of All Time.

Dustin Hoffman stated during a 1994 interview on Larry King Live (1985) that Jon Voight (being from Yonkers, New York) originally did not get the part of Joe Buck because he was having trouble mastering the character's Midland, Texas accent.

This film contains the first recorded use of the word "scuzzy", as a description of Ratso Rizzo. At its root, "scuzzy" is apparently a combination of "scummy" and "fuzzy".

On the occasion of the film's 25th Anniversary in 1994, Dustin Hoffman revealed on Larry King Live (1985) that, when the movie was first previewed, the audience started to leave in droves during the movie theater gay encounter scene between Jon Voight and Bob Balaban.

Mike Nichols tried to persuade Dustin Hoffman not to do this film. He said, "'Are you crazy?' He says, 'I made you a star. This is an ugly character. It's a supporting part to Jon Voight. What are you doing? Why are you sabotaging?'"

John Wayne was dismayed when this film won the 1970 Best Picture Oscar. He told Playboy Magazine, "Wouldn't you say that the wonderful love of these two men in Midnight Cowboy, a story about two fags, qualifies as a perverse movie?"

Michael Sarrazin was cast as Joe Buck but shortly before filming he pulled out over a wage dispute. Jon Voight was then brought in to replace him.

Warren Beatty was interested in playing Joe Buck, but John Schlesinger thought he was too famous to be believable as a naive street hustler.

Jon Voight and John Schlesinger wrapped filming in Texas and Voight noticed how red the director's face was. Voight thought Schlesinger was having a heart attack and asked him if he was okay. "He looked up at me and said, 'What have we done? What will they think of us?' After all, we had made a film about a dishwasher who lives in New York and f*cks a lot of women," Voight told Esquire. "In the moment he'd finished it, he was shaking. All of a sudden, he saw it as banal and vulgar. He's having an anxiety attack and I grabbed his shoulders to shake him out of it. I said, 'John, we will live the rest of our artistic lives in the shadow of this great masterpiece.' He said, 'You think so?' I said, 'I'm absolutely sure of it.' The only reason I said such an extravagant thing was because I wanted to get him out of it and nothing would take him out of it but that. But the statement turned out to be true."

Lee Majors was originally cast as Joe Buck, but had to pull out when The Big Valley (1965) was renewed for another season.

Jon Voight was paid "scale", or the Screen Actors Guild minimum wage, for his portrayal of Joe Buck, a concession he willingly made to obtain the part.

John Schlesinger once said that the inspiration for this film came from a little-known Yugoslavian movie, When I Am Dead and Gone (1967). An Andy Warhol film, My Hustler (1965), also influenced the visual style.

One studio executive sent Director John Schlesinger a memo stating, "If we could clean this up and add a few songs, it could be a great vehicle for Elvis Presley." Presley wanted to be taken seriously as an actor, and was interested in the role of Joe Buck. Presley went on instead to do Change of Habit (1969) with Mary Tyler Moore, which bombed, and became his last theatrical movie.

Dustin Hoffman spent a considerable amount of time in the New York City slums observing tramps and street people and studying their physical movements and behavior.

Al Stetson, the Florida bus driver, was an electrician on the movie. He filled in at the last minute when the extra failed to show up.

Teenage girl fans of The Graduate (1967) would scream when they saw Dustin Hoffman filming in the streets of New York City, even though he was in his filthy costume as Rizzo.

M. Emmet Walsh's and Bob Balaban's film debut.

The ending was parodied on Seinfeld (1989) season six, episode eight, "The Mom & Pop Store", with Kramer in the role of Ratso, and Seinfeld playing Joe.

Dustin Hoffman was worried that the film would ruin his career. Afterwards, his agent forced him to star with Mia Farrow in John and Mary (1969) to make him "look like a respectable person".

Regarding Dustin Hoffman's make-up, John Schlesinger said, "We wanted him to look homely, but not grotesque. The make-up man, with the help of Dustin's own dentist, made a dental plate for him in order to give the impression of Ratso's rotted teeth."

According to Music Producer Phil Ramone, Harry Nilsson's version of "Everybody's Talkin'" was originally used as a placeholder in the early edits of the film while waiting for his composition, "I Guess the Lord Must Be In New York City" to be ready for slotting in to the final cuts. As often happens, the director and producer got so used to hearing the filler song, they ultimately stuck with it. Both have similar rhythms and melody lines.

Dustin Hoffman was originally chosen for the role of Ratso on the basis of an off-Broadway one-man show called "Eh!" in which Producer Jerome Hellman saw him in 1965.

The movie's line "I'm walking here! I'm walking here!" was voted as the number twenty-seven movie quote by the American Film Institute (out of 100).

Harrison Ford screentested for the role of Joe Buck.

John McGiver played the religious fanatic, Mr. O'Daniel, with Jon Voight as Joe Buck, who'd been led to believe that O'Daniel is a bigtime pimp. McGiver played "Senator Thomas Jordan" in The Manchurian Candidate (1962). In The Manchurian Candidate (2004), Voight played "Senator Thomas Jordan".

Jon Voight and Dustin Hoffman often competed with each other. Hoffman became a movie star before Voight did, and that brought some enviousness to the set. "We were like Marvin Hagler and Sugar Ray Leonard, two fighters going at it", Hoffman told the Los Angeles Times. "We knew the movie depended on the bond between us. All through shooting, we'd say to each other, out of the side of our mouths, like a fighter in a clinch, 'Buddy, is that the best you can do?'"

Harry Nilsson wrote the song "I Guess the Lord Must Be In New York City" specifically for this film, but John Schlesinger preferred the Fred Neil song, "Everybody's Talkin'", which Nilsson had previously recorded. Other songs considered for the movie were Randy Newman's "Cowboy", and Bob Dylan's "Lay Lady Lay".

During the filming of the snowstorm sequence in which Joe Buck and Ratso Rizzo walk down Mercer Street and arrive at the Warhol party, the snow machines made so much noise (filming was in July) that sound recording was impossible. After filming was finished for the scene, looping was necessary. Dustin Hoffman and Jon Voight recorded their dialogue and then with a hundred or so cast and crew standing silent in ten inches of Styrofoam snow, Bernice, the Saint Bernard tied to the railing in front of the loft building where the party was being held looped her "dialogue": barking furiously at Dustin Hoffman's menacing Ratso.

A long time aid to John Schlesinger reported that the director wanted to include an overt sex scene between Jon Voight and Dustin Hoffman, but was overruled.

Robert Blake was offered the part of Ratso, but declined.

Ruth Gordon claimed she was offered the role of Joe Buck's trampy grandmother (played by Ruth White) but turned it down because it conflicted with another acting job.

Director John Schlesinger admitted that there are some things that he would have changed, such as the overlong party sequence. But, for the most part, he felt he succeeded in making a film that was compassionate rather than bleak, one that truly captured "the mixture of desperation and humor which I found all along Forty-Second Street."

The comic book the little girl is reading on the bus is Wonder Woman #178, cover dated September and October 1968.

Despite his portrayal of Joe Buck, a character hopelessly out of his element in New York City, Jon Voight is a native New Yorker, hailing from Yonkers. Dustin Hoffman, who played a grizzled veteran of New York City's streets, is from Los Angeles, California.

Regarding the apartment used in the film, John Schlesinger recalled "the designer re-created the flat in which Ratso and Joe Buck stayed from one that we had seen while we were location hunting. The building was an old tenement that was about to be torn down, so we took the doors from one of the rooms, along with some discarded furnishings, and put them right onto the studio set."

The crowd of sidewalk protesters that Ratso and Joe walk through have signs with pointless generic messages such as, "End Madness Now" and "Liberate Freedom".

According to Director John Schlesinger, "Jon Voight took a tape recorder with him when we first went down to Big Spring, Texas, for some pre-production planning, and he recorded the voices of Texans whom he interviewed for bit parts in the picture. Then he drove us all mad by playing back the tapes incessantly on the way back to New York. But he did get his Texas drawl down perfectly in the bargain."

Though they were both nominated for and lost the Best Actor Oscar race for their performances in this film, both the male leads would win Best Actor Oscars for future roles, Dustin Hoffman for Kramer vs. Kramer (1979) and Rain Man (1988), and Jon Voight for Coming Home (1978).

Joe stayed at the Hotel Claridge, at the southeast corner of Broadway and West 44th Street in Midtown Manhattan. His room overlooked the northern half of Times Square. The building, designed by D. H. Burnham & Company and opened in 1911, has since been demolished.

In the bus scene, Bus Passenger (M. Emmet Walsh) told a dirty story to Joe Buck (Jon Voight), but the scene was cut because of censorship considerations. The movie initially received an X-rating anyway.

Jon Voight replaced Kiel Martin.

The film cast includes three Oscar winners: Dustin Hoffman, Jon Voight, and Paul Jabara; and three Oscar nominees: Sylvia Miles, Brenda Vaccaro, and Bob Balaban.

The opening scenes were filmed in Big Spring, Texas. A roadside billboard stating, "IF YOU DON'T HAVE AN OIL WELL...GET ONE!", was shown as the New York City-bound bus carrying Joe Buck rolled through Texas. Such advertisements, common in the southwestern United States in the late 1960s and through the 1970s, promoted Eddie Chiles' Western Company of North America.

John Schlesinger first read the screenplay while he was working on Darling (1965) and suggested it as a future project to his producer at the time, Joseph Janni. But Janni wasn't comfortable with the idea of filming in the U.S. (he wanted to change the setting to London) so Schlesinger partnered with American Producer Jerome Hellman and they began production following the release of Far from the Madding Crowd (1967). Naturally, the distributor, United Artists, was nervous about the sordid subject matter, but after Schlesinger and Hellman agreed to cut their salaries in exchange for a percentage of the profits, the project was approved.

This was Adam Holender's first cinematography assignment. He was recommended to John Schlesinger by Holender's childhood friend, Roman Polanski.

It was during the making of this film that Director John Schlesinger met his long-time partner, the photographer Michael Childers, whom he hired as his assistant.

John Barry disliked Toots Thielemans' harmonica playing in the main theme song.

Joe first realizes the bus is nearing New York City when he hears a Ron Lundy broadcast on WABC while listening to his pocket radio. At the time of filming in 1968, Lundy worked the midday shift (10 a.m. to 1 p.m.) Monday through Saturday at the radio station.

Clearly alluded to in Vance Joy's 2013 hit single "Riptide": "There's this movie that I think you'll like / This guy decides to quit his job and head to New York City / This cowboy's running from himself" Beck parodies the film in the video for "Devil's Haircut" (1996), striding down the streets of New York City with a transistor radio while wearing a Stetson.

The film was banned in Ireland by the Irish Film Censorship Board in September 1969. It did eventually receive a theatrical release in Ireland in 1971, when it was passed with an "18" certificate by the Irish Film Appeals Board. The novel, on which the film is based, by James Leo Herlihy was also banned in Ireland in 1969 by the Censorship of Publications Board on grounds of the book being "indecent and obscene". The book's ban was eventually lifted as well.

A motif featured three times throughout the New York City scenes was the sign at the top of the fa├žade of the Mutual of New York (MONY) Building at 1740 Broadway. It was extended into the Scribbage scene with Shirley the socialite, when Joe's incorrect spelling of the word "money" matched that of the signage.

Stuart Cooper was considered for the part of Joe Buck.

Jon Voight and Dustin Hoffman portrayed the father of Ben Stiller. Voight played Stiller's father in Zoolander (2001), and Hoffman played Stiller's father in Meet the Fockers (2004) and Little Fockers (2010).

Charles Durning was going to be in this film, but dropped out.

There's a speakeasy bar in Austin, Texas named after the film. Midnight Cowboy the bar is located inside a former oriental massage parlor that was busted by the F.B.I., hence the seedy name. It has a red light, not a sign, outside to mark the place. In order to drink there, you need to make a reservation online, and when you get there, you buzz the box and give the password "Harry Craddock". They have rules, though: no talking on your cell phone inside the bar, and no "excessive displays of public affection".

Included among the American Film Institute's 1998 list of the Top 100 Greatest American Movies.

In 1971, United Artists successfully reissued this film in the U.S. on a double bill with Women in Love (1969).

Had its first British television broadcast on BBC Two on December 21, 1980.

Included among the "1001 Movies You Must See Before You Die", edited by Steven Schneider.

Waldo Salt is credited as the screenwriter for the film. Apparently a happy coincidence, 1975 saw the release of The Great Waldo Pepper (1975). Hollywood's history now claims a Waldo Salt and Pepper set.

Patrick Dewaere dubbed Jon Voight for the French version.

Sylvia Miles was the only Best Actress in a Supporting Role Oscar nominee that year that was from a Best Picture nominated film.

This film came out two years after "The Graduate", and coincidentally, both films end with Dustin Hoffman and his costar sitting at the back of a bus, with elderly passengers looking back at them.