Sir Ridley Scott said that after having directed anywhere from 1,500 to 2,000 television commercials, he realized no one was going to approach him about directing a film, so he'd have to take the lead. Since his funds were limited, he used a public domain source for the story, and commissioned the script for this movie on his own.
Because of the limited budget, the film was shot entirely on-location in France, England, and Scotland. No sets or buildings were built at all. Every building in the movie was an existing structure.
During the scene where D'Hubert (Keith Carradine) asks Adèle (Cristina Raines) to marry him, she starts to laugh. This laughter was not intentional. According to director Sir Ridley Scott, she actually had a hard time keeping a straight face since one of the horses had a huge erection.
D'Hubert wears the uniform of the 3rd Hussars regiment, while Feraud wears that of the 7th. There were as many as twelve regiments of Hussars in the Napoleonic Army at its height. Their role as light cavalry was mainly scouting and skirmishing. They regarded themselves as the elite of the cavalry, although many saw them as reckless wild cards. Their colorful uniforms and glamorous, devil-may-care attitudes, were attractive to the ladies, and consequently they also had reputations for licentious behavior that often preceded them. They were renowned for their fighting spirit and fiercely guarded code of honor. The film captures all of these elements to various degrees.
According to the director's commentary, Albert Finney's payment for playing Fouché, the Duke of Otrante, was a case of champagne. His girlfriend at the time, Diana Quick, was in the movie, and suggested him for the role.