Alexander Payne's first experience shooting in black and white, with digital cameras and anamorphic lenses. Paramount initially balked at Payne's choice to shoot in black and white, but relented when previews yielded positive feedback.
Bruce Dern claimed that he and Will Forte were stuck in the car for hours while filming the driving scenes because cameras were mounted on both doors. Since they were unable to take bathroom breaks between takes, Dern remarked "We found out what bottles are for."
Alexander Payne cast June Squibb due to her small role in About Schmidt (2002), another film he wrote and directed. He thought she was such an underrated actress that he wanted to cast her in a bigger role in one of his future films.
Alexander Payne's fourth film set in his home state of Nebraska, after Citizen Ruth (1996), Election (1999), and About Schmidt (2002).
Alexander Payne tried to get the movie made for several years. The success of The Descendants (2011) finally gave him the clout to do it.
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