 Édith Scob had previously worked with Carax on "Les Amants du Pont-Neuf", but was then almost entirely cut out, so Carax felt he owed her a larger role.He also thought "Holy Motors" already owed to Georges Franju's "Eyes Without a Face", in which Scob had starred, and Carax decided to give an explicit nod to the film by casting her.The character Kay M. came from a cancelled project which was supposed to star Lavant and Kate Moss, and follow the Merde character from "Tokyo!"