NOTES: H.I. works for Hudsucker Industries, as evidenced by the patch on his work clothes. This is, of course, the name of the company in The Hudsucker Proxy.

The shot in which the camera hovers over the garden, up the ladder and into the quintuplets bedroom was created using the same technique used by Sam Raimi in the Evil Dead movies (it's essentially a large piece of plywood with the camera fastened to it which is then carried by a bunch of guys). Joel Coen was an editor of the original Evil Dead movie.

The Coens saw Holly Hunter audition for Blood Simple and liked her so much that they wrote the part of Ed specifically for her.

The opening title and credits don't appear until the film is 11 minutes old.

There is a Stanley Kubrick reference in this movie. When Gale and Evelle are in the gas station bathroom the letters POE and OPE can be seen written on the door. POE was the launch code for the nuclear weapons in Kubrick's Dr. Strangelove.

The shot where Gale and Evelle stop their speeding car millimetres away from hitting the Nathan Jr was shot in reverse with the car driving away from the baby seat.

Fifteen babies were required to play the Arizona Quints. Apparently, one of the babies was fired during production because he learned to walk!

The babies names were: Harry, Barry, Garry, Larry, and, of course, Nathan Jr.