The film was shot entirely on location in the New York/New Jersey area at the request of star Susan Sarandon due to her well-known and publicized policy of filming projects close to home during the school year in order to be close to her children and not to disrupt their routine.

This movie marks the fourth collaboration between Susan Sarandon and Margo Martindale. They previously appeared together in Lorenzo's Oil (1992), Dead Man Walking (1995), and Twilight (1998).