Diana Lewis (Gertrude) and Gayne Whitman (Penny's Companion) are in studio records for those roles, but were not seen in the film. Jean Rogers was tested for a role in the movie, but she did not appear.

Lana Turner was originally fired from the role after marrying Artie Shaw against the wishes of studio head Louis B. Mayer. Esther Williams successfully screen-tested with Clark Gable and was to be Turner's replacement. However, Turner and Mayer "made up" and Turner was given back the part.

After the tragic sudden death of Carole Lombard, Clark Gable had said, "You'll have to get them to change the title. I couldn't walk on a set with those word before me." It was to be changed to "Red Light".

Film debut of Keenan Wynn.

Filming was halted on January 16, 1942 due to the death of Clark Gable's wife, Carole Lombard, and resumed on February 23.

In November 1940 Clark Gable, Spencer Tracy, Claudette Colbert and Hedy Lamarr were initially announced as the film's stars.