The film features cameos from Trisha Yearwood, Pam Tillis and Kevin Welch. River Phoenix wrote two songs including "Lone Star State of Mine"; Dermot Mulroney wrote one, and Sandra Bullock wrote lyrics for the song she performed. Bogdanovich admitted the film had some similarities to "Fame" and "Flashdance" movies that became "kind of a genre of its own... We tried to play by the rules of that. {But} we also tried to play against that -- we tried to make it different from that kind of movie. We tried to walk a sometimes difficult tightrope."