Shot by students of DePalma's Independent Filmmaking course at Sarah Lawrence College. Intended to be a "learn by doing" experience for the students and grad students, the goal was to budget, finance, shoot, and edit the film using primarily students, with DePalma overseeing.
Kirk Douglas was brought on after much debate, mostly concerning costs, but Douglas ended up becoming an investor in the film as well.
Co-Directed by DePalma with a rotating set of student directors; he defined their contribution of roughly 5 percent of the shots in the film.
From an interview in the January 1979 issue of Take One, DePalma said the movie was originally budgeted at $50,000, but then went to $100,000, $150,000 and finally settled at a cost he calls "under a million".
According to Quentin Tarantino, director Mark Rosman was one of Brian DePalma's students who worked on the film. Rosman would later make the slasher film The House on Sorority Row (1982).