Michael Douglas originally declined the role of Robert Wakefield, and it was offered to Harrison Ford, who accepted. Ford worked with director Steven Soderbergh to improve the character, but then decided not to do the movie. Douglas liked the change in the character so much, he accepted the revamped part.
Writer Stephen Gaghan originally planned to set the Wakefield family storylines in his hometown of Louisville, Kentucky. During his research, he determined that Cincinnati's bad neighborhoods looked worse than Louisville's, and would serve the finished film better, so he moved the Wakefields' stories to Ohio.
The scenes that take place in the White House were shot on the set of the television series The West Wing, which is a near-exact replica (albeit wider, to allow for free movement of the cameras) of the actual interiors of the White House's West Wing.
In the movie, Michael Douglas's character lived in the suburb Indian Hill, which is a real neighborhood ten miles outside of Cincinnati. The scenes were actually filmed at a house in Hyde Park, an affluent suburb within city limits.
After filming one day, actor James Brolin returned to his car to find two youths attempting to break in. Still in his general's uniform, he frightened away the would-be thieves, who mistook him for a real military officer.
In the original theatrical release it was mentioned that Caroline and her friends went to a school called Cincinnati Country Day, a small prep school in Cincinnati. When CCD protested being associated with drug addiction, references to the name of the school were removed from the video version.
When a critic commented that it seemed unrealistic that the daughter's high school record was almost perfect when she was taking drugs, screenwriter Stephen Gaghan pointed out that the high school record in the movie was his and that he had been abusing drugs at the time.
In the original big screen release, Caroline (Erika Christensen) states that she attends Cincinatti Country Day. Stephen Gaghan, (screenplay), attended a private school in Louisville, KY called Kentucky Country Day and was expelled the week before his graduation for driving a go-cart down the halls of the school.
Senator Harry Reid is shown speaking with Michael Douglas's character at the beginning of the movie. A script was written for the senator, but he didn't like it. Instead, he had the actor ask him the question and he responded as he would normally.
To achieve a distinctive look for each different vignette in the story, Steven Soderbergh used three different film stocks (and post-production techniques), each with their own color treatment and grain for the print. The "Wakefield" story features a colder, bluer tone to match the sad, depressive emotion. The "Ayala" story is bright, shiny, and saturated in primary colors, especially red, to match the glitzy surface of Helena's life. The "Mexican" story appears grainy, rough, and hot to go with the rugged Mexican landscape and congested cities.
On the first day of production of Sex, Lies, and Videotape - Steven Soderbergh's first film - the producers of that movie sent a telegram to Soderbergh. They teased him good-naturedly, telling him they'd heard reports he "couldn't direct traffic". Twelve years later, Soderbergh won an Oscar - for directing "Traffic".
The scene where Michael Douglas takes his trip to the California border crossing to discuss drug interdiction was actually shot at the Tijuana crossing. The video and sound quality is so low in part because it was never supposed to be part of the movie. Douglas started asking, out of character, Rudy M. Camacho about drug trafficking on the border. Camacho was, at the time, the actual Customs chief in charge of the California border crossings. Steven Soderbergh began filming it with a hand-held camera, praying that Camacho wouldn't address the actor as "Mr. Douglas".
The only two story arcs to ever come close are 'Catherine Zeta Jones' and Benicio Del Toro's when their characters pass each other on the street in Mexico, and when Judge Wakefield (Michael Douglas) has a meeting with General Salazar and Javier Rodriguez (Benicio Del Toro) is sitting in the room.
When director Steven Soderbergh turned in his second and final cut for theatrical release, USA Films was concerned that the graphic drug content would earn the film an NC-17, and Soderberg was prepared to release it with that rating. Fortunately, the MPAA approved the film with an R.