The idea for the movie came from the backgrounds of both Richard Linklater and Kim Krizan. Linklater spent a night walking around Philadelphia with Amy, a woman he randomly met. Krizan rode around Europe on trains meeting people and on one trip met a Norwegian man on the way to Paris, and ended up walking around the city all night much like Prima dell'alba (1995). Krizan has never revealed whether or not they had a romance that night and they lost contact.Linklater and Amy stayed in touch for a while, until contact was lost and he never heard from her again. It was not until 2010 that Linklater found out that Amy had died in a traffic accident before the release of Prima dell'alba (1995), the first film in the trilogy. Krizan has never re-connected with the Norwegian man that was her inspiration for the famous night of walking around a European city.

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