Actress and model Brooke Shields was only fourteen years of age when the movie was made. It was the director's original concept to have the two grown characters play the entire film in the nude, which scared off many actors (including Jennifer Jason Leigh, who was the first choice for the female lead). After Leigh passed on the project, the producers offered Diane Lane and Willie Aames the film after screen-testing them together in Mexico, where Lane was shooting a Western...but the pair discussed the nudity together after the crew left and called a few days later to say they wouldn't do the film, either. With shooting set to begin in a matter of days, the desperate director agreed to let Shields make the film predominantly clothed, with a body double employed for the nude scenes. With that settled, the casting director returned to the thousands of audition tapes they had made over the course of a year, and decided Christopher Atkins would be all right if he permed his hair to look more savage.