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Arthur Kennedy had been retired and living in Savannah, Georgia. During a dinner with his daughter and her agent, he asked if there was anything out there for him and the result was his role in this film.
The underwater sequences were filmed at the Mystic Marine Aquarium in Mystic, Connecticut. Vincent D'Onofrio, who portrays Daryl Monahan, also appeared in Mystic Pizza (1988), which was set in Mystic, Connecticut.
Mary-Louise Parker's debut.
"Joey Monahan: Why does everyone keep punching me in the face?"
"Owen Coughlin: We did a good job. Now we're out of business. Nobody wants what we make any more."
