When co-producer Vibeke Windeløv went to the U.S. for casting, she got a tip that Danny Glover might be interested. She immediately flew to a hotel in Salt Lake City to meet up with him. After a long talk about the project, Glover asked her for a copy of Dogville (2003). She gave him a portable DVD player with it, and left him for the night. At 6:00 a.m., Glover called her hotel room and said she had to come immediately because the DVD player's battery had run out twenty minutes before the end of the movie. She rushed to his room with a charger, and after he'd watch it through, he said yes on the spot.
Nicole Kidman, who played Grace in Dogville (2003), was intended to star in this movie, as well as a third trilogy installment, but pulled out of the project in July 2003, due to conflicting schedules.
In terror over her sex scene, Bryce Dallas Howard said she went through it in a hypnotic state. After the first take, "I was kind of curled up in a fetal position, and Lars said, 'Well, I got Grace's pain in that take,' " Howard said, laughing.
She excused herself and went to the bathroom to collect her thoughts. "I said, 'All right, you have to do this. It's ridiculous for you to have issues with this,' " Howard said. "Just view it as if you're doing a sketch on 'Saturday Night Live' and this is funny, because I'll do anything to be funny, and most people will. They'll do ridiculous things that they can't be held accountable for."
"So that's what happened. I just started to look at it as some sort of comedic scene. Just in my head. And interestingly enough, Lars kind of felt that. The scene wasn't written funny at all, but there are some really eccentric and absurd moments in that scene that people tend to chuckle at."
The second film in Lars von Trier's third trilogy titled "USA - Land of Opportunities". The two other parts are Dogville (2003) and Wasington, which (as of April 2019) hasn't been made.
In an interview with Cigar Aficionado, James Caan stated he did not reprise his role as Grace's father from Dogville (2003) because Nicole Kidman dropped out, and because he feels that writer and director Lars von Trier "is very anti-American, so screw him. I'm very pro-America. I'm a conservative, basically."