Francis Ford Coppola wrote the script in the early 1980s, but the film was kept on the back-burner partially due to his financial debts. Pre-production finally began in 2001 after filming 30 hours of second unit footage and holding table read with Paul Newman, Uma Thurman, Robert De Niro, James Gandolfini, Nicolas Cage, Leonardo DiCaprio, Russell Crowe, Edie Falco, and Kevin Spacey, but the project was scrapped after the September 11 attacks, because a scene from the script (page 166) "predicted" the attacks. Coppola fully abandoned the project in 2007, and didn't begin developing it again until 2019.
Francis Ford Coppola financed the entire $120 million film out of his own pocket. He had done the same with Apocalypse Now (1979) and One from the Heart (1981), and the failure of the latter made him declare bankruptcy. All his subsequent films up to The Rainmaker (1997) were made to pay off his debts.
Laurence Fishburne said Francis Ford Coppola was discussing this film during production on Apocalypse Now (1979). Rob Lowe also recalled him discussing it while filming The Outsiders (1983).
Francis Ford Coppola reportedly fired most of his visual-effects team in December 2022, according to the Hollywood Reporter. He wanted to use virtual technology similar to that used on The Mandalorian (2019), but the production shifted to more green-screen effects because of mounting costs. Production designer Beth Mickle and supervising art director David Scott then reportedly left the production, leaving the film without an art department. A spokesperson for the Art Directors Guild told THR that it's "currently looking into the situation" to "determine the next steps."
Francis Ford Coppola's wife, Eleanor Coppola, unfortunately passed away in April 2024, whilst this film was still in post production. The film is dedicated to her.