In the scene-specific DVD audio commentary for the film Emile Hirsch reveals that when shooting the scene where Elisha Cuthbert forces him to strip, director Luke Greenfield wanted him to shave his chesthair but Hirsch who was 17 at the time refused because, as he himself puts it, "did not wanna shave off my manhood".
Elisha Cuthbert filmed this movie while she was filming 24 (2001). When asked about the hectic schedule, she said, "Our weekends were Monday and Tuesday and the show was, obviously, Saturday and Sunday, so every day for three months."
Jay Mohr auditioned for the role of Kelly, but was told the part had gone to Matt Dillon. The part of Kelly would be played by Mohr's Go (1999) costar Timothy Olyphant, who had passed on the part twice before agreeing to take the role.
There are many parallels between this film and the Tom Cruise classic Risky Business (1983). Both lead characters are high school seniors anticipating an acceptance from a prestigious university. Tom Cruise and Emile Hirsch are both 5'7". Both befriend a girl with an unconventional occupation (e.g. prostitute, porn star). Kelly (Timothy Olyphant) in this film is like Guido (Joe Pantoliano) from Risky Business and Eli (Chris Marquette) is like Miles (Curtis Armstrong). Risky Business was scored by the band Tangerine Dream and Paul Haslinger, a former member, scored The Girl Next Door.