Several trade papers and national magazines noted that the film, at that time, set a record for the number of screenwriters who worked on the script. Besides the four credited onscreen, at least 13 others were involved.
The role of Mary's father, Horace Smith, was originally assigned to Thomas Mitchell, but due to various production issues, shooting was delayed. As a result, Mitchell, who had a previous commitment, had to leave before his scenes were completed. All of his previously shot scenes were scrapped, and his part was re-cast with Henry Kolker.
Initially, David Niven was to star as a British diplomat, whilst Benita Hume was to play Mary's stepmother, but all of their scenes were deleted from the final print.
The original writer, Leo McCarey, declined Samuel Goldwyn's offer to direct. William Wyler then began as director of the film, but walked off the set after an argument with Goldwyn about the extensive retakes Goldwyn demanded. Goldwyn suspended Wyler, who did not return as director. However, he and Goldwyn eventually settled their differences, and Wyler directed Goldwyn's next film, Cumbres borrascosas (1939). H.C. Potter was brought in to replace Wyler, but production and script problems resulted in the film going way over schedule, and Potter had to leave before the film was finished due to his commitment to direct La vida de Irene y Vernon Castle (1939). Editor Stuart Heisler was brought in to finish directing the film.
Three years after playing "Stretch" Willoughby in this film, Gary Cooper would star as "Long John" Willoughby in El mandamiento supremo (1941).