Sean Weathers financial backers weren't sold on having him play the lead character, Arthur Blake. They favored a "name actor" such as Jesse L. Martin or Richard T. Jones for the role. Hill Harper was also considered, after butting heads on this and numerous other issues, Weathers and his financial backers parted ways. He would end up losing out on a reported $200,000 budget, but would go on to play the lead and shoot the movie out-of-pocket a year later.
Sean Weathers had written the part of Peter Carter with Walter Romney in mind, an actor that worked with Weathers on several of his previous projects. However, Walter decided to take a break from acting so he could focus solely on his writing. Weathers considered other actors from his previous films such as Illa, Jeff Roches and Buddy Love, before ultimately being wowed by Crandall's reading during an open call.