According to Cher, this movie was shot in Rocky and Rusty Dennis' old neighborhood. One day she was walking down a street with Eric Stoltz (in make-up) and an old man yelled "Hi!" at Eric. He then said, "I'm so happy to see you, I heard you died." Cher says he was so happy that they didn't have the heart to tell him the truth.

Eric Stoltz spent so much time under heavy make-up that when he arrived for the post-production party, he had to present I.D. to security to prove that he was Eric Stoltz. Also, when he got there, he had to introduce himself to some of the cast and crew because many of them didn't know what he really looked like.

In the movie, Rocky (Eric Stoltz) helps blind girl Diana (Laura Dern) to learn about the world, particularly colors. In fact, the real Rocky Dennis was legally blind.

The poem that Rocky (Eric Stoltz) read to Rusty (Cher) was written by the real Rocky Dennis.

Director Peter Bogdanovich and Cher fought bitterly on-set, as Bogdanovich found Cher difficult and inexperienced. She also had difficulty sustaining whole takes without breaking character. Bogdanovich compromised by departing from his usual deep-focus, long-take photography by shooting her in close-up to capture her natural charisma, in particular, her sad eyes.