Director William Wyler was known for working with the script of the films he was directing, but was unable to do so here to the degree he wanted because shooting started on the first part of the script before the rest was finished. Because he was too busy to contribute to the writing, Wyler asked that John Huston be brought in to act as the middleman between him and the writers, and the studio agreed.
Bette Davis came to the realization that William Wyler was a very special director when he insisted she come view the dailies with him, something she had never done with any other director before. They watched a scene where her character was coming down a staircase, a scene that had really irritated Davis as she couldn't understand why Wyler wanted to film it over 30 times. Watching the rushes however, she saw one of the takes in which he had captured a fleeting, devil-may-care expression that summed her character up perfectly. After that, she happily accepted however many takes Wyler wanted.
Some scenes were filmed around Henry Fonda, to allow him to be with his wife as she gave birth to their daughter Jane Fonda, including scenes with the sometimes-prickly star, Bette Davis. As the star of the film Davis was within her rights to insist that Fonda remain until their scenes were finished, but she allowed him to complete his shots and leave.
Bette Davis cried for days after finishing and with good reason. Not only had she finished one of the most rewarding artistic experiences in her career, but she was pregnant with William Wyler's child.
Bette Davis first met William Wyler in 1931 when she auditioned for a part in his film A House Divided (1931). She was late and had hurriedly put on a size 8 dress that was cut very low. As she walked by she heard Wyler say to one of his crew members "What do you think of these dames who show their tits and think they can get jobs?". Davis was completely humiliated by his comment and hadn't forgotten it when they later met to discuss working on Jezebel (1938). The irony was that Davis had a reputation for foregoing her sex appeal - often appearing without make-up.
Bette Davis and William Wyler embarked on an affair. Crew members often saw him leaving her dressing room with his face covered with lipstick. With her husband, Harmon Nelson, working mostly in New York (their marriage was breaking up), Davis spent many nights at Wyler's home, cooking dinner, discussing the film and making love.
Following a quarrel with William Wyler, Bette Davis embarked on an affair with Henry Fonda that greatly increased tensions on the set. After a phone call from Fonda's pregnant wife, she called things off.
The rumors that Henry Fonda and William Wyler didn't get on were not true. While Fonda found Wyler's diligent style too slow and sedate, he was nevertheless impressed with the results Wyler was getting from his cast and crew. Fonda's main reason for agitation was because he wanted to be in New York for the imminent birth of his daughter, Jane Fonda.
Fay Bainter became the first actor to receive nominations in the Lead and Supporting acting categories, being nominated for Best Actress for White Banners (1938) and for Best Supporting Actress for Jezebel (1938).
The Olympus Ball scene was only a few sentences in the script, and the film's assistant director scheduled half a day of shooting. William Wyler, however, developed it into one of the film's most important scenes, spending five days filming a series of long takes and camera moves.
The red dress sequence was based on a real-life white ball in Hollywood at which all the women dutifully appeared in white - except for Mrs. MGM, Norma Shearer. Comment from another guest: "Who does Norma think she is - the house madam?"
Originally a flop play on Broadway starring Bette Davis' nemesis Miriam Hopkins. Hopkins assumed she was contractually set to star in the film adaptation, but the contract only specified she would be "considered" for the film version.
Humphrey Bogart, who had just worked with William Wyler on Dead End (1937), warned Bette Davis that she would hate working with him because of his habit of doing extensive retakes without suggesting anything for the actors to change. On her first day of shooting, he took 28 takes to get one simple scene in the dress shop. She found the situation frustrating, but when she watched the rushes, she realized that her performance had gotten better with each successive take.
William Wyler never said how he felt about a take after he printed it, which drove Bette Davis mad with insecurity. When she finally told him she needed more approval from her director, Wyler started saying "Marvelous, Miss Davis, just marvelous!" after each take. Davis finally laughed and told him to go back to his usual ways.
Throughout filming William Wyler kept at Bette Davis to drop her nervous mannerisms, yelling at her for wiggling her hips or moving her head too much. At one point he even threatened to tie a chain around her neck to make her hold her head still. As a result, the gestures she kept in were much more powerful than in previous performances.
Bette Davis was originally not happy at learning that William Wyler was to direct the film as she had heard of his reputation for insisting on multiple takes. Wyler's aptitude soon won her over however, both personally and professionally.
The play was purchased for Bette Davis in 1937, two years before Gone with the Wind (1939) hit the screens. David O. Selznick was furious at this decision, seeing it as Warner Brothers' deliberate attempt to sabotage his Civil War epic. For that reason - and contrary to what legend said - he refused to even consider Davis for the part of Scarlett O'Hara.
On hearing that he was about to make a film with William Wyler, Humphrey Bogart (who had just made Dead End (1937) with the director and had not enjoyed Wyler's insistence on multiple takes) told Henry Fonda "Jesus, don't touch it. Don't go in there".
William Wyler was not very impressed with Margaret Lindsay. Feeling she couldn't convincingly convey strength in her final confrontation with Bette Davis, he shot their scene on a staircase, keeping Lindsay a few steps higher than Davis the entire time so that she was visually dominant. In her memoirs, Davis claimed he also inserted a shot of Lindsay's hand on the banister, with the character's wedding ring prominently featured, but there is no such shot in the film.
Hal B. Wallis and Warner Bros. considered replacing William Wyler with William Dieterle. When Bette Davis found out about this, she went to see Warner to convince him to keep Wyler on for the good of her performance. When he countered that it wouldn't do any good if the film was too expensive to break even, she offered to work until midnight every night and still show up ready to shoot at nine the next morning if he would just keep Wyler on, which he did.
After an advanced screening of the film, David O. Selznick wrote to Warner complaining about the film's similarities to Gone with the Wind (1939), particularly citing Julie's pinching her cheeks to give them colour, which Scarlett O'Hara does in the book, and a dining room scene in which the male characters discuss the differences between the North and the South and the possibility of war. Warner countered that the dining room scene was faithful to the scene in the original play, which had appeared a few years before Margaret Mitchell's novel.
This is the film Catherine O'Hara is watching on television at the beginning of For Your Consideration (2006). She follows along with the dialogue suggesting that she knows the film very well. The same dialogue is also spoken at the end of the film when O'Hara is teaching the acting students.
Henry Fonda finished his scenes a day before the final date stipulated in his contract. This left Bette Davis playing close-ups without her leading man present, a situation that preyed on the high-strung actress' nerves.
William Wyler was torn between a contractual need to finish Henry Fonda's scenes by December and his knowledge that Bette Davis would give her best performance if he shot her role in sequence. As the film fell behind schedule, Wallis and Warner fumed that the director had spent two days on a scene with only Davis and co-star George Brent.
Shooting was scheduled to end on Saturday, January 15, 1938, but Bette Davis was too ill to work (some have suggested she was upset that the end of production would mean the end of her affair with William Wyler. They finally got the last shot on Monday, January 17, 29 days over schedule and about $400,000 over budget.