For the famous soliloquy that Peter Fonda does in the cemetery while tripped on acid, Director Dennis Hopper asked Peter to talk to the statue as if he were talking to his mother, who died via suicide when Peter was 10 years old. Peter didn't want to do it, as he had never confronted his feelings about his mother. But Hopper insisted, which is why you hear Peter call the statue "Mother", and he states that he both loves her and hates her, which expresses his conflicted emotions. This scene persuaded Bob Dylan to allow the use of his song "It's Alright Ma" in one of the final scenes, which contains lyrics referencing suicide. Peter told Dylan, "I need to hear those words", and he agreed to its use.

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Peter Fonda wore the Captsin America jacket and rode his chopper a week around Los Angeles before shooting began to give them a broken-in look and to get used to riding the radically designed bike. The American flag on the back of the jacket and on the gas tank of the bike caused him to be pulled over several times by the police.

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Dennis Hopper and Peter Fonda did not write a full script for the movie and made most of it up as they went along. They didn't hire a crew but instead picked up hippies at communes across the country, and used friends and passersby to hold the cameras and were drunk and stoned most of the time.

Peter Fonda, Dennis Hopper, and Jack Nicholson were actually smoking marijuana on camera. LSD, however, was not actually used during the acid scene, as Fonda has stated.

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Some of the weird lighting effects in the LSD scene came about because a can of film was accidentally exposed when it was opened before being developed.

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