John Cassavetes was going to direct the film in the 1980s with Sean Penn in the lead, but the project could not be completed before the elder Cassavetes died.
Even though John Cassavetes is credited as this film's writer, his son and eventual director Nick Cassavetes drastically re-edited the screenplay.
The original title of the film was "She's De-Lovely". The estate of Cole Porter asked them to change the title.
When the film was first in development in the 1980s, Sean Penn originally wanted his then-wife Madonna to play the role Maureen Quinn, but writer and then-director John Cassavetes refused. For this reason along with several other factors, Penn initially left the project.
Prologue: "Love is that kindness, so rarely kind, and never at all proper.--B. R. Dignan 1892"