American director Chris Smith faced several challenges while making this Hindi film. He did not understand Hindi and communicating with the young lead actors in the film was difficult since they didn't understand English, and Hindi wasn't their first language. There were also several changes in the film's cast, including the role that was eventually played by Nana Patekar. Another challenge Chris Smith faced was working with the young leads in the film who were not professional actors.
This film was based on a short story by Randy Russel, set in Iowa. Director Chris Smith's fascination with Goa led him to shift the story to Panjim.
Kersi Lord came out of retirement to arrange the background score for this film. This was his last contribution to Hindi film music.