Nicole Kidman turned down the role of Frannie, because at the time, she was going through her divorce from Tom Cruise. She thought the role would have been too emotionally draining. She does however take a co-producing credit.
Mickey Rourke was initially considered for a supporting role, however his involvement was allegedly vetoed by Nicole Kidman on the strength of Rourke's wild reputation. Rourke has stated in interviews that he was disappointed by this, as he believes it would have fast tracked his comeback.