After the success of Easy Rider (1969), Universal Studios hit upon the idea to let young filmmakers make "semi-independent" films for low budgets in hopes of generating similar profits. The idea was to make five movies for low budgets ($1 million or less), not interfere in the filmmaking process, and give the directors final cut. The other movies were: The Hired Hand (1971), The Last Movie (1971), Silent Running (1972), Diary of a Mad Housewife (1970), Two-Lane Blacktop (1971) and Minnie and Moskowitz (1971).
Director Milos Forman told the actors during the strip poker scene near the end of the film to just improvise the scene in order to get real reactions out of each other.
Uncredited Carly Simon is one of the audition singers.