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.
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. However, the project was scrapped after the September 11 attacks, since 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.
Laurence Fishburne said Francis Ford Coppola was discussing this film during production on Apocalypse Now (1979).
Before Adam Driver was cast, Francis Ford Coppola was interested in Christian Bale for the lead role.
In the beginning of 2022, Zendaya, Cate Blanchett, Michelle Pfeiffer, James Caan and Jessica Lange were announced as starring in the lead roles. They all dropped out eventually and later replaced by Nathalie Emmanuel, Aubrey Plaza, Grace VanderWaal, James Remar, and Kathryn Hunter.