Paul Hoffman was cast late into the production. Not having enough time to learn all of his lines, he delivered most of his dialog by reading it off of a "crib sheet" tucked into his sheriff's cowboy hat. His trick was to remove his hat while addressing other characters as a gesture of manners or respect, then he would glance at the lines of dialog inside as he spoke.
David C. Hayes was not present for any of the shoot. For his scenes, the other actors spoke to a stand-in. Hayes was then filmed separately delivering all of his lines and edited into the final film later as cut-aways.
Much of the film was shot in and around the University of Chicago campus. Allowed to film in one of the classrooms, but restricted from damaging anything, the scene in which hoodlums trash a classroom was filmed with the actors gently picking up items and pretending to hurl them or carefully overturning furniture so as to not damage it.
Sandra Delgado's debut.