Before Elle Fanning was cast as Ruth Cole, identical twins were initially in mind to be because the director feared that the filming hours would be exhausting for a single four-year-old child, in the end Elle Fanning was cast in the role.
Ben Foster was suppose to play the role of Eddie O'Hare, but gave the role to his brother Jon Foster instead because he thought it was better suited for him.
The deceased Cole boys, Thomas and Timothy, were played by director/screenwriter Tod Williams's cousins Tod Harrison Williams and Carter Williams, and the photographs featured in the film are their actual childhood photos.
In reference to her sex scene with 18-year-old Jon Foster, Kim Basinger said she was concerned because of Foster's age. "I'm so fond of him and protective of him which is just the opposite to most of these situations because usually I've worked with men who are very protective of me. So this was quite the reverse. But Jon was a trooper, just a lovely guy." Yet she also knew these sequences were essential to the movie's integrity and she decided to be as matter-of-fact as possible about them. "And you know what?" she laughs. "I couldn't have chosen a better partner! "I said: 'Jon, let's just do this thing. Come on!' It just sort of happened in a natural fashion. I said: 'It's just a scene. Just do whatever.' "
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