Principal photography for the film took place in
Chicago and the surrounding area between September and November 1982. Suffield House, a private mansion in
Lake Forest, played the part of Skip Burroughs' family estate, given the fictitious address of 65 Spring Creek Road, Barrington Hills.
Lake Forest College was used for numerous scenes; including the hockey scenes, the exterior dorm scenes, and, most notably, the lunchroom scenes. Bisset replaced
Lesley Ann Warren for the role of Ellen Burroughs. Bisset was disappointed that scenes involving her character's backstory were cut. These included a scene at the end where her son visited her in a mental hospital. "When you're in a comedy ... It's always difficult to develop a character because they always cut for comedy, the comic effect. I lost a couple of scenes that would have explained my character better. She was more interesting in the original script. Why does she do what she does? She's a very unhappy woman. She doesn't have any relationship at home. Cliff tells her in the bedroom that she's a Burroughs and as long as she's a Burroughs she must behave. That's not much of a relationship to have with your husband. So she's a bit off balance, greatly in need of a childlike component in her life. She's been completely buckled down by Cliff. There's absolutely no fantasy aspect to her life. She's condemned to being an adult... The director sees it much more as a rites-of-passage film", Bisset said. McCarthy attended an open call held at New York University and wound up with the lead part in the film. Lowe said, "It was a very atypical role for me. So it's a little uncomfortable when I'm too readily associated with it. 'Oh yeah, him, he was in
Class.' It was such an extroverted role, and most of my work has been just the opposite. I like the movie. I think it was fun, not the vile concoction a lot of people seem to think it was." Madsen dislikes talking about her experience making the film, stating in a 2013 interview, "Those guys were assholes. They were really shitty to me. It was bad. Bad memories."
Rob Lowe said her comment was justifiable, pointing out "her big part in that movie required her shirt to get ripped off, and looking back, it couldn't be a more egregious, vintage, lowbrow, 1980s ''
Porky's''-esque, shoehorned-in moment... I can imagine it was not much fun to do that big sequence with a bunch of laughing, ogling frat-boy actors. I mean, can you imagine putting up with me, [John] Cusack, Alan Ruck, and Andrew McCarthy at 18?" ==Reception==