The film was shot in only twenty days and was funded by the BBC. It was distributed by Sony Pictures Classics, a well-known distributor of independent productions. The soundtrack is composed almost entirely of covers of Bob Dylan songs ranging from his very early 1960s-era material to work as recent as songs from his 1997 Grammy-award winning album "Time Out of Mind".
Artists who perform the songs include Los Lobos, Sertab Erener, Grateful Dead and Jerry Garcia. Many of the film's actors worked for "scale" (union wages) for a chance to appear alongside Dylan, including Jeff Bridges, John Goodman (reunited after their work together in the 1998 Coen Brothers film , which also featured the 1970 Dylan song "The Man in Me"), Bruce Dern, Jessica Lange (who has had a long time relationship with playwright Sam Shepard who co-wrote the 1986 composition "Brownsville Girl" with Dylan, from the album "Knocked Out Loaded"), Penelope Cruz, Luke Wilson, Cheech Marin, Ed Harris, Chris Penn, Giovanni Ribisi, Christian Slater, Mickey Rourke, and Angela Bassett. In addition to several other actors of note, the band of the lead character is played by Dylan's actual touring band of the time.
Other stars in the movie include Fred Ward and Val Kilmer. Music from Dylan's entire career is presented in the movie, though his recent album receives considerable play, with "Dirt Road Blues" and "Not Dark Yet" both used as background in scenes; Dylan also plays a new arrangement of "Cold Irons Bound" in the film's climax. Furthermore, a live performance of "Standing in the Doorway" was cut from the final edit, but included as a bonus on the DVD.
The film was shot in only twenty days and was funded by the BBC.