"U" Titled Films!

Also starring: The Revolution Band (uncredited)

Filmed in color, released in black and white.

Terrance Stamp (General Zod, Superman II, 1980) was originally cast as Mr. Sharon but quit in early production and was replaced by Stephen Berkoff.

Madonna was originally offered the role of Mary Sharon. Susannah Melvoin was then cast as Mary but was replaced before filming began.

Several lines from a poem Christopher wrote became a song called "An Honest Man", which is featured in Prince's 1998 release "Crystal Ball". According to the liner notes, the song was "inspired by Kristen Scott-Thomas' character."

The picture was nominated for Worst Picture at the Hastings Bad Cinema Society's 9th Stinkers Bad Movie Awards in 1986.

Prince wrote the Bangles' "Manic Monday" using the pseudonym Christopher Tracy, the character he plays in this film. The song became a hit for the band the same year this film was released.

Kristin Scott Thomas has since been disdainful of the film. In an interview in 2005, she said that "When I left drama school...I was more afraid of not working at all than of the actual material I was being offered. And if you look at my very first film, you'll understand exactly what I mean."

Prince took over from original director Mary Lambert over "creative differences". Because the production was filming in Europe, it did not come up against the Director's Guild of America, which has rules against firing a director in favor of a lead actor.

Also starring: Kevin Dunn, Kevin Corrigan, Lew Temple, Kevin Chapman, Jeff Wincott,

The film is inspired by the "Crazy Eights" unmanned train incident in 2001. The train, led by CSX Transportation SD40-2 #8888, left its Walbridge, Ohio, rail yard and began a 66-mile (106 km) journey through northwest Ohio with no one at the controls, after the engineer got out of the originally slow-moving train to correctly line a switch, mistakenly believing he had properly set the train's dynamic braking system, just as his counterpart in the movie did. Two of the real train's tank cars also contained thousands of gallons of molten phenol, similar to the fictional train in the film.

A self-confessed acrophobic, Denzel Washington reluctantly performed the stunts where actually he runs along the top of the speeding train. What made the stunt even more hazardous was the fact that the train was empty, thus causing the individual cars to rock more violently. Even though Washington was "wired" as a safety precaution, the leaps from car to car presented a potentially hazardous sequence

Real life train engineer Jess Knowlton served as a technical advisor to Denzel Washington. Knowlton's daughters actually work at Hooters, which is how Washington's Frank Barnes character's daughters wound up being similarly employed. He was the engineer who chased after CSX 8888 in the real incident, eventually coupling up and slowing that train enough for someone to climb aboard and stop it.

Hank: Making poison to kill aliens is like old hat to you Indians huh?

Also starring: Jon Voight, Powers Boothe, Abraham Benrubi, Bo Hopkins, Julie Hagerty, Joaquin Phoenix, Claire Danes, Liv Tyler, Laurie Metcalf,

Toby N. Tucker: I don't think you know who I am. The name's Toby N. Tucker. People round here call me TNT. You know why? Bobby: Because they're not very imaginative? Toby N. Tucker: 'Cause I'm just like dynamite, boy, and when I go off, somebody gets hurt. I'm gonna beat you so bad I'll make your mother sick!

Bobby: I'm here to get my car back. Darrell: You got the money? [Bobby gives him the money] Darrell: Two hundred dollars in hundred dollar bills, this morning you was flat out broke. Bobby: That's none of your *beep* business. Darrell: I don't want no dirty money. I run a clean business!

Bobby: 40,000 people die every day, Darrell. How come you're not one of 'em?

Jenny: You like Patsy Cline? I just love her. I wonder how come she don't put out no more new records. Bobby: Because she's dead. Jenny: Oh... that's sad. Don't that make you sad? Bobby: I've had time to get over it.

Darrell: Ya think bad, then bad's what ya get. Bobby: That's a pretty decent philosophy you got there. Darrell: Yeah, well, no charge.

Bobby: Is everyone in this town on drugs?! Is everybody *beep* everybody in this crazy God damn town?! See, that's the difference between you and me, and why you live here and I'm just passing through.

Loosely inspired by a true event that took place in the early '80s where a drifter (like 'Sean Penn''s character) passed through a remote Southwestern road-stop only to never be heard from again.

Oliver Stone offered the leading role to Tom Cruise who turned it down.

Though a long shot, Oliver Stone attempted to cast Marlon Brando as the Blind Man, the eccentric Navajo character. Jon Voight, a much more realistic choice, was eventually cast.

When Jennifer Lopez's character (Grace McKenna) flashes back at the end of the film we see lots of photographs of her as a child. These photographs are actually photos from Jennifer Lopez's private collections of herself as a child.

Joaquin Phoenix's first appearance in this film ended with the song Ring of Fire by Johnny Cash. He went on to play Johnny Cash in the film Walk the Line.

Tom Savini was supposed to play the part of the second biker, after Oliver Stone saw him in From Dusk Till Dawn. But due to schedule conflict, Stone cast his producer Richard Rutowski in that part instead.

Towards the beginning, we briefly see a sign that reads "Rutowski for council." It's a reference to co-producer Richard Rutowski, who also briefly appears as "Biker #2" around that same moment.

Sean Penn had originally turned down his role due to schedule conflicts, and Bill Paxton replaced him. About a week before filming, Paxton backed out; fortunately, Penn had become available.

The town of Superior, Arizona, actually exists and has also been the filming location for The Prophecy, starring Christopher Walken.

Billy Bob Thornton gained around 50 pounds for his role in the movie.

The role of Grace was originally intended for Sharon Stone, but salary negotiations fell through.