The actors who play Ben's friends all keep their real first names for their character's names.
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Film debut of Ken Jeong. NOTE: He plays a doctor in this film, and is a doctor in real life.
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Originally to be a follow-up to The 40-Year-Old Virgin (2005), having Seth Rogen and company reprise their roles as the Smart Tech team.
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The kids who play Debbie and Pete's children are the real-life children of Leslie Mann and her husband, director Judd Apatow.
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Judd Apatow has stated on the DVD commentary numerous times that the film is partially based on the birth of his and Leslie Mann's first daughter, Maude. Scenes taken directly from reality include Ben trying to get their doctor on the phone, and cussing out numerous doctors when he can't; the cantankerous staff physician whom Ben has to take out into the hallway to calm down; the argument on the way to the clinic, where Allison throws Ben out of the car; and then they argue at the clinic when he gets there; and the scene where Allison tries to take a bath to calm herself, just before going to the hospital.
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Judd Apatow originally planned to use real footage of a woman giving birth for the delivery scene. He had to change it because child labor laws required the infant to have a work permit.
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Virtually all of Judd Apatow's daughters' conversations were improvised. It made the family dynamic seem more realistic.
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According to the DVD commentary, Jay Baruchel is terrified of roller coasters. He told Judd Apatow that he would be the naked guy in the earthquake scene if he didn't have to ride the roller coaster. Apatow broke this deal by making Baruchel ride, so the part of the naked guy went to Jason Segel. Baruchel's frightened reaction in the roller coaster scene is real.
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Paul Rudd contributed much to the discussions and arguments between Pete and Debbie in the film, based on real-life interactions with his wife.
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"Knocked up" doesn't mean anything in most languages. The film's Russian title is "A Little Bit Pregnant." In Brazil, it's "Slightly Pregnant." In Italy, it's "Very Pregnant" ('Molto Incinta'). In Portugal, it's "Bloody Bad Luck".
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Jonah Hill suffers from nosocomephobia--fear of hospitals.
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Charlyne Yi originally had just one line in the script, but Judd Apatow loved her improvisations so much that he just let her riff and generate her own lines.
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Some of the dialogue was improvised by the actors, or fed to them by Judd Apatow just before a take.
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Kristen Wiig's part was originally written for a man. Judd Apatow thought it would be funnier to turn the part into a woman who hates other women.
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Mila Kunis auditioned for the role of Allison. She did not get it, but Judd Apatow remembered her and cast her in Forgetting Sarah Marshall (2008), which he produced.
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The maple leaf tattoo on Jay Baruchel's chest is real. He had it done when filming in Los Angeles on a previous project, when he was feeling very homesick for his native Montreal.
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In one scene, Ben mentions that he likes Munich (2005) because "Jews kick ass." Seth Rogen improvised that. However, the final film uses only one-third of the complete improvisation (not included in the DVD special features). After the film was released, Steven Spielberg phoned Judd Apatow to compliment the movie, and Apatow sent him the complete uncut improvisation of the scene. Rogen would later co-star with Munich's Eric Bana in Apatow's Funny People (2009).
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Jodi is supposed to be stoned in every scene she's in. In 2009 Charlyne Yi told Tonight Show host Conan O'Brien that she had never gotten high before, or after playing the role. She didn't even know the character was supposed to be a stoner at the start of her audition.
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The word "fuck" and its derivatives are said a total of 120 times throughout the movie.
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Ken Jeong is an actual M.D. He developed his comedy routine while completing his residency in internal medicine in New Orleans, Louisiana.
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Bill Hader was originally meant to play one of Ben's group of friends. The part was re-cast because he "looked too old."
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Although the role of Ben Stone was always meant for Seth Rogen, Judd Apatow created a mockumentary for the DVD titled "Finding Ben Stone". The fake documentary chronicles the fictional hard time that Apatow had in finding the right male lead for his film. Among those featured in "Finding Ben Stone" are Michael Cera, James Franco, and even Orlando Bloom. Although the documentary is clearly satirical, many have taken it to be true.
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Leslie Mann was on-set for the birthing scenes. She'd given birth twice, and acted as pain advisor.
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Jay Baruchel is terrified of roller coasters. In the opening sequence, where they are at the amusement park, he was forced to go on it by Judd Apatow. He only agreed to ride it once, whereas the rest of the cast rode the coaster seven more times, to get all the right takes.
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The crew members in the studio scenes at E! are actual members of the E! News (1991) crew. The editing bay where Alison edits her pieces with Brent is the studio control room for E! News (1991) and The Daily 10 (2006).
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Ben dances with Allison at a club in Los Angeles called Plan B. "Plan B" is the brand name for Levonorgestrel, the progestin-only emergency contraception pill.
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Paul Rudd really does play Fantasy Baseball, like his character in the film.
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The montage scenes, in which Seth Rogen and his friends ride a roller coaster, proved difficult. Multiple takes meant that Rogen vomited frequently. Jay Baruchel has a pathological fear of roller coasters, and took a lot of persuasion to go on one.
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Seth Rogen, Jason Segel, Martin Starr and James Franco previously appeared in Freaks and Geeks (1999).
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Filmmakers brought champagne on-set when Judd Apatow shot a million feet of film, a substantially higher figure than most feature films.
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The film that Alison and Ben are watching with opening credits, "Boobs and Bush", is Carrie (1976).
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Katherine Heigl has said in several interviews in 2008 and 2009 that she considered the movie to be sexist, because it depicts women as "shrews" and men as "lovable", and commented that she found the movie "hard to love". Seth Rogen and Judd Apatow said they remembered working quite well with her, and pointed out that The Ugly Truth (2009) didn't make women look any better. In 2016, Heigl apologized to Rogen and Apatow, saying that her earlier statements reflected the criticism of many women who found the movie sexist, and calling her own comments "immature". Rogen said that despite being displeased by the remarks, he never held any hard feelings towards her.
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When Allison and Debbie try to contact Ben after she finds out she's pregnant, they are in Pete's office. Since Pete is in the music industry, pictures of him with various celebrities are on the wall. A picture of Pete with Elvis Costello is right behind Debbie. It's actually a shot from 200 Cigarettes (1999), in which Costello and Paul Rudd appeared.
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David Krumholtz, who reportedly is a very good friend of Seth Rogen, was supposed to play a character named "Gummy", but backed out because he was offered the lead role in a Woody Allen film. However, the Allen film fell through, and he didn't get the part for "Gummy" back. There's an interview with him and Judd Apatow on the DVD special features talking about this.
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When Debbie insults the club bouncer, some of the extras in the background laugh.
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As a special feature on the DVD, there is a fake scene in which Michael Cera gets fired from the film, due to arguments with Judd Apatow. There is also a fake documentary where the studio is apparently unhappy with Apatow's direction, causing them to appoint Bennett Miller as co-director, much to Apatow's annoyance.
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In the early scene in which Allison is driving Sadie and Charlotte to school, Charlotte says she wants to listen to Green Day. Green Day frontman Billie Joe Armstrong has a cameo in This Is 40 (2012).
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When Jonah Hill is watching Wild Things (1998), he says, "Just another day at the office". The scene shows Neve Campbell topless in the pool with Denise Richards. Campbell isn't topless in the R-rated or unrated home video releases.
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Kim Basinger, Debra Winger and Frances Fisher were each offered the role of Alison's mom, but turned down the part.
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Judd Apatow wanted to have Debbie (Leslie Mann) and Pete's (Paul Rudd) family to have a natural, familial dynamic, so he cast his daughters as their daughters. Most of what the girls say in the film (i.e., "Googling murder") were real conversations his daughters were having. Apparently his daughter had also Googled "penis" and "vagina." "I shut the whole computer system down at that point," says Apatow. "Judd's Amish now," remarks Rogen.
Judd Apatow announced that no one would be allowed on set during the filming of the sex scene between Seth Rogen and Katherine Heigl. Bill Hader didn't hear this announcement and walked in through the back entrance. This was also evidently the day Seth Rogen met David Gordon Green for the first time. Judd Apatow asks Rogen how he felt going into the scene. Rogen mentions they weren't planned to shoot that scene on the day they shot it, but scheduling forced a rearrangement of scenes. "I tried not to sweat on her. That was pretty much goal #1," says Rogen.
Leslie Mann realized early on working with Paul Rudd that the way he argues in real life would drive her crazy. Rudd has a habit of making a flippant joke to break any tension, and this quickly got on her nerves. Judd Apatow realized very quickly the two would be perfect as an on-screen couple for this reason.
The website on which Ben and his friends are working, "flesh of the stars," is discovered to have a competitor, MrSkin.com, which is a real-life website.
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This is the second Judd Apatow directed film in which Paul Rudd mentions the television show Everybody Loves Raymond (1996), the other being The 40-Year-Old Virgin (2005).
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The movie Ben is watching in the Vegas hotel room is Cheaper by the Dozen (2003).
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Loudon Wainwright III, who plays the gynecologist who swears he never goes out of town, is also the singer of several songs used in the movie and three songs on the soundtrack.
The scene with Seth Rogen and his friends at the bar was the first scene to be shot. The conversation about Munich (2005) was completely improvised. According to Judd Apatow, Steven Spielberg saw this movie and was evidently very amused by the idea that "Munich" can get Jewish people laid.
According to Judd Apatow. the awkward scene between Seth Rogen and Katherine Heigl at the diner is how he feels most of the time with his wife, Leslie Mann. He mentions that this scene is "like breakfast at my house" and that he feels like he and Mann are always on a first date where she'll go to the bathroom halfway through and jump out. Apatow then goes into a story where his mother set him up on a date with a waitress who said that her friend's dad was really sick. She said she had to check in and see how he was doing and near the end of the date the father got "really sick" and she had to leave. Apatow kept checking in with her to see how her friend's dad was, but she never responded. "She was clearly busy with the illness," says Apatow. Finally, the waitress' friend answered him and yelled, "She doesn't want to talk to you." "How do you heal from that?" asks Apatow. "You make a bunch of movies about nerds winning," responds Rogen.
Bill Hader, who plays an editor, was actually a TV editor in that same building and had actually worked on E! shows prior to becoming an actor. He was also a production assistant on The Scorpion King (2002).
Release prints were delivered to theaters with the fake title "Boneyard".
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Ben Stone, the name of Seth Rogen's character, is also the name of Michael J. Fox's character from Doc Hollywood (1991). In this movie, Ben and Pete discuss the "Back to the Future" franchise, in which Fox starred. Ben Stone is also the name of Michael Moriarty's character from Law & Order (1990).
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This is one of three movies that came out in 2007 about a woman getting pregnant. The others were Juno (2007) and Waitress (2007).
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Spider-Man 3 (2007) is mentioned three times. James Franco makes a cameo appearance as himself. Ten years after this film was released, Martin Starr would play a teacher in Spider-Man: Homecoming (2017). Pete mentions seeing it by himself. Rudd would appear in Captain America: Civil War (2016) with new Spider-Man Tom Holland.
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Ryan Seacrest wasn't initially going to be in the movie. Judd Apatow.and crew visited the E! News (1991) set one day to see how things worked and noticed the occupied Seacrest continuously trying to leave, pissed off that someone was late. They found this so funny they worked it into the film.
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There was a debate on whether the baby would be a girl or a boy. It was decided they would have a girl, since the Loudon Wainwright III song "Daughter" worked so perfectly for the end of the film. There were also two different version of Ben and Alison's blow-up scene at the gynecologist's office, one where Ben yells, "It's a girl. Buy some pink s*it," the version used in the final film, and another where he says it's a boy. According to Judd Apatow, the "boy" comment got lots of laughs while the "girl" comment disturbed some people.
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In one scene, Paul Rudd's character walks in on his wife and her sisters' conversation in the bedroom, hears the topic of conversation and quickly decides to exit. As he is about to enter he is playing air bass, much like "slappin the bass" in his next movie, I Love You, Man (2009).
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When Pete (Paul Rudd) is busted playing fantasy baseball, he is wearing an Orioles jersey. Rudd's actual favorite baseball team is the Kansas City Royals.
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On the commentary, the first thing the three (Judd Apatow, Seth Rogen, Bill Hader) talk about is the idea of the audio commentary. "What's in a real audio commentary?" asks Rogen. "Should we be talking about this, or have we already messed it up?" Apatow mentions he doesn't know anything about lenses or cameras, but he can explain all the marijuana smoked in the film was fake. Rogen does mention there is a picture somewhere in the film of himself at 14 years old, fishbowl on his head, smoking marijuana. Hader notes it's good that he's moved on from that. "What was I thinking?" asks Rogen.
The idea of the "dirty man competition" came from a contest Seth Rogen would have with writing partner Evan Goldberg. "It's basically an excuse to justify why no woman wants to talk to you," says Rogen. The rules are you can't shave or cut your hair, and whoever does first, loses. This was part of [link=nm0031976.'s pre-production with the cast, as he asked them about "Jackass" things they did to each other. They initially planned to put Jay Baruchel in a Vanilla Ice-like hairstyle, and the competition would have been Martin Starr having to grow his beard and Jay having to stay looking like Vanilla Ice.
According to Judd Apatow, Leslie Mann goes out dancing without him all the time. For preparation on The 40-Year-Old Virgin (2005) to see how people get drunk, Seth Rogen videotaped her one night as she was out drinking. Apatow says Rogen told him the hardest part of that night was not making out with her. Rogen mentions it was hard, he was just scared that it might happen.
At the premiere, Tobey Maguire was sitting behind Seth Rogen. During the scene where Katherine Heigl tells him she is pregnant, Rogen heard Maguire mutter under his breath, "What an asshole." Likewise, according to Rogen, Maguire is very vocal when he's watching a movie in the theater. Apparently Maguire also didn't laugh at the Spider-Man 3 (2007) jokes either.
According to Judd Apatow, he and Seth Rogen were at a film festival in Deauville, France, when they saw Harold Ramis from afar. Never having met the man, they decided to begin stalking him to pass the time. They followed him to his hotel and called up his room before finally meeting him and asking him to be in the film.
Judd Apatow sees the phone conversation between Ben and Alison when they decide to have the child as the turning point of the movie. He believes Alison decides to have the baby for a few reasons. One, she sees the baby's heartbeat, but she also decides to have the baby as an act of rebellion against her "bitchy" mother. This scene is also important, though, because it is the first one where we realize Alison could actually begin to like Ben for who he is. Seth Rogen remembers the only direction Judd Apatow gave him for this scene was to not hold the phone up to his ear, only to talk into it. "It instantly makes me seem like a much more interesting actor than I actually am," says Rogen.
According to Judd Apatow, the fight scene between Leslie Mann and Paul Rudd was shot twice, the more somber version we see in the finished film and a version where Mann rips Paul Rudd apart, screaming at him and calling him horrible names. Apatow felt it would work better if she were more subdued here and have Katharine Heigl use all the anger for her blow-up scene at Seth Rogen immediately following. "You didn't put that much thought into it," says Rogen. "No, I didn't," responds Apatow.
During the red carpet scene, Judd Apatow wanted to get a moment where Katharine Heigl cursed out Jennifer Garner who was pregnant at the time. Heigl's character would yell at Garner, as Garner would be complaining about being pregnant and a huge verbal explosion would erupt between them. Garner said no, but Apatow and crew went to the red carpet, an actual red carpet for the MTV Movie Awards and got a lot of interviews with people who were actually there.
To film the shot of the baby actually coming out, prosthetics had to be used. Judd Apatow wanted to hire a woman who was going into labor to actually film her giving birth. He found a woman who was willing, but the State Labor Board of California stepped in, saying the baby would need a worker's permit. Of course, a worker's permit couldn't be obtained until after the baby was born, so that plan was scrapped.
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Pete tells Ben that he looks like "Babe Ruth's gay brother, Gabe Ruth". Although Babe Ruth was one of eight children, he only had one sister: the other six died in infancy.
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During the end credits, there are photos of various cast and crew members with their own babies, including the same photo of Joanna Kerns with her baby daughter that was included for a time in the opening credits of her show Growing Pains (1985).
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The roller-coaster sequence in the opening credits was part of a documentary made while shooting this film as part of Judd Apatow. and the crew manipulating Jay Baruchel into riding. The actor suffers from panic attacks and didn't want to go on the ride, but Apatow didn't care. Baruchel did have a panic attack while riding, and the other actors threw up.
On the commentary, during the James Franco scene, Judd Apatow. and Seth Rogen mention how funny he is in the "upcoming" Pineapple Express (2008) and that comedy isn't a path Franco has really chosen. Apatow asks Rogen what Franco says when he asks him about it. Rogen replies, "He says, 'I'm in the middle of Friedrich Nietzsche's "Beyond Good and Evil".'".
Michael Richards and Seth Rogen would often become amused by the shocked looks Katherine Heigl would give him. Many of the early scenes were shot early in the film's shooting so the awkwardness between them would be captured. For the scene where Heigl tells him she is pregnant, Judd Apatow was shooting them both at the same time to capture real reaction shots to what is being said.
For the scene where Ben has breakfast with Alison's sister's family, Judd Apatow set the scene up completely before bringing his kids in. They sat at the table, and Apatow shot all of their reaction shots first building the rest of the scene with the other actors around what they got. If you watch Apatow's younger daughter, Iris, she never even looks at the actors. She's fascinated by the food. Apatow mentions he hadn't fed her before shooting this scene for that very reason. "That's how they get Shamu to do flips," remarks Rogen. Also if you look in one particular shot, Iris is looking down at the table frowning. According to Apatow, whenever anyone laughs around her, she gets upset, since she thinks they're laughing at her. This shot was one such reaction. "And I laugh all the time," says Rogen, "which is why Iris hates me more than maybe anyone ever."
At 1:02:21 in the commentary, Judd Apatow asks Bill Hader how much he spent on his engagement ring. Granted, it's during the scene where Ben is asking Alison to marry him, , Hader spent $3000 on a band. The stone was his mother's. Apatow spent $5000 on his engagement ring. He mentions his wife was upset with him, because he then spent $5500 on memorabilia and autographs. I know. I don't care. I don't think you care, but Apatow felt this information was necessary.
In the scene where Paul Rudd and Seth Rogen are talking about relationships, Judd Apatow felt it necessary to name-check "Everybody Loves Raymond." "Every issue I'm talking about has been done better on 'Everybody Loves Raymond' at some point." Rogen also brings up the fact that there was a period of time where every time he saw Apatow he was writing unsolicited scripts of episodes for the sitcom.
Originally, a moment was included where Seth Rogen revealed to the doctors that he hadn't actually read the baby books. He had only read 12 pages and forgot half of it. However, Judd Apatow. felt this could hurt Rogen's new-found likability with the audience, and the moment was cut.
On the commentary, Judd Apatow talked about his own views on abortion, whether the film is an anti-abortion movie. He notes if she did get an abortion the movie would have been much shorter. "I always wondered do people who make are the guys who made Ocean's 13 pro-bank robbing?" asks Rogen. This goes into them asking if Steven Soderbergh is pro-space station since he made Solaris, what Rogen refers to as a "hot button debate." "Is Harold Ramis pro-dispensing of ghosts? Those are people's dead loved ones, and he's busting them," continues Rogen, evidently finding a topic he can riff on for another five minutes without actually talking about his own movie.
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Stormy Daniels: a lap dancer. In April 2018, during an interview on The Ellen DeGeneres Show (2003), Seth Rogen said that while she was on the set of this movie, Daniels told him and others about her then-recent affair with Donald Trump. When the story of the affair emerged after Trump was elected US president, Rogen recalled that he'd heard Daniels' account of it a decade earlier.
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Elvis Costello: At a party toward the end of the film.
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According to the end credits, Ben and Alison name their daughter Stephanie.
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When Allison and Debbie go to a bar for the second time, Allison is pregnant, and the bouncer refuses to let them in. The bouncer is Craig Robinson, said to be a good friend of Seth Rogen. They have appeared together in This Is the End (2013), along with several of Ben's friends, Jonah Hill, Jay Baruchel, and Jason Segel.
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