Pyun returned to "Alex Rain" in 1991, after making the virtual reality film "Arcade" for Full Moon Entertainment. Pyun's research on that film gave him a number of ideas he wanted to incorporate into "Alex Rain", including lowering the age of the protagonist to 13 and making Alex a tough, violent street urchin working undercover for a futuristic L.A.P.D. Having just worked with Megan Ward on "Arcade", Pyun met with Ward and her agents to outline the film and discuss casting her as the lead. Ward and her agents responded favorably, despite reservations about the high level of violence and a scene which called for her character to be completely nude. Pyun shot a few test scenes with Ward and then began looking for a studio partner.