About two months before the film started principal photography, Tom Hanks wrote and performed a five-minute stand-up comedy routine at the Los Angeles Comedy Store in California. Hanks once said of this: "It was pure flop sweat time, an embarrassment. That material lasted 1 minute 40 seconds, and it had no theme".
For the role of Lilah's husband, John Krytsick, David Seltzer cast John Goodman, who played the philosophical convict in "Raising Arizona (1987)." Seltzer said: "Lilah's husband doesn't understand her desire to be a stand-up comedienne, but I didn't want him to be a villain or cruel. John is this big, soft, gentle bear who plays the role as a man bewildered by all of the sudden changes taking place".
David Seltzer first wrote the script in 1979 based on his experiences frequenting comedy clubs. Howard Zieff was attached to direct. When Zieff dropped out, the project was forgotten. In 1986, Daniel Melnick found the screenplay in a "Columbia Pictures" vault and wanted to revive the project. It was originally intended to be a small budget film with no stars but the studio sent the script to Sally Field. When she agreed to star in and produce the film, the budget was raised and Tom Hanks was cast.
More than 20 real-life comedians appear in the movie in such roles as a minister, a hairdresser, a heckler, a coffee-shop waiter, and a patient in a hospital.
Paul Mazursky: As Arnold in the opening sequence of the movie. Mazursky plays a hustler selling bad jokes to Lilah Krytsick (Sally Field) in a seedy New York café.