Kevin Smith and producer Scott Mosier had David Cross as their first choice for "Hobbit Lover", and indicated that Cross would have liked to peform the role. However his schedule, that included filming of "Arrested Development" at the time, could not permit it. Mosier's wife suggested actor Kevin Weisman, who she'd been watching on Alias, instead.

Bryce Howard was the first studio choice to have a meeting with Kevin Smith about playing the role of Becky.

Ellen Pompeo was courted by the makers of Clerks II to play the role of Becky but she decided she didn't want to infringe apon the potential commitment or scheduling of "Grey's Anatomy".

Silverman was offered the role of Becky, but turned it down because she didn't want to play another "the girlfriend" role.

Kevin Smith wrote the role of Becky with his wife Jennifer in mind to play the part, but the studio preferred a more established actress. the director ended up casting her in the smaller part of "Emma" instead.

Weisz was considered buy the studio fort he role of Becky but director Kevin Smith figured she'd turn the part down and never formally offered her the role.