Alex Winter claims that Mr. T got stressed out, and left the set three days before filming was finished. A "scab T" was required for one shot. This stand-in can be seen in one of the cage shots during the battle between the huge Stuey and Ricky. Mr. T was unavailable for re-dubbing the scene with all the milkmen, so Lee Arenberg did the voice-over instead.
Test audiences were said to have reacted negatively to the first showings of the completed film. According to Alex Winter on the DVD commentary, many of the younger teen-types that made up a majority of the preview-crowd were expecting this to be the next "Bill and Ted" movie, and often were vocal to what they were seeing on-screen. During a line of dialogue from Brooke Shields in the opening scene, a young male test audience member rose from his seat to yell, "Fuuuuuuck Yoouuu, Biiiiitch!!", much to the dismay of the filmmakers present.
The film's budget was $12 million, most of which went toward the film's visual effects.
Tom Stern and Alex Winter play the two gay, yuppy-types who leave the freak show, upon hearing the disclaimer before-hand that the questionable material may not be suitable for more sensitive audience members.