Anna Magnani was hot to sleep with co-star Marlon Brando, but he did not find her attractive. The tension that was created between the two co-stars did not help the film but subtracted from it, as her failure at conquest made Magnani unhappy. Tennessee Williams was angry with Brando, convinced that he was deliberately slurring his dialogue to punish Magnani, who did not speak English. Magnani was playing the role phonetically and had trouble picking up her cues from Brando.
Although set in an unnamed small town in the American south, most of the exteriors for this film were actually shot in Milton, New York, a small town on the Hudson River, approximately 40 miles from New York City. This was done to accommodate director Sidney Lumet, who did not want to shoot outside his Manhattan home.
Marlon Brando became the first actor to be paid $1 million for a single film, when he signed on to appear in this screen-adaptation of Tennessee Williams' "Orpheus Descending." Nearing the end of her contract with MGM, Elizabeth Taylor had earlier signed a $1-million contract with 20th Century-Fox to appear in Cleopatra (1963), breaking that salary threshold in Hollywood.
Of the cast of the 1957 Broadway production, Maureen Stapleton and R.G. Armstrong made the transition to the screen. While Armstrong reprised his role as Sheriff Talbott, Stapleton took the supporting role of Vee Talbot. Interestingly, Stapleton also was the original Serafina in Tennessee Williams' "The Rose Tattoo," a role that also was played by Anna Magnani on-screen.
Anna Magnani became furious when she found out that Marlon Brando was asking director Sidney Lumet for rehearsals and getting them, and insisting that scenes be re-shot until he was satisfied with them.
Director Sidney Lumet always liked to rehearse his movies for at least two weeks before he would begin to film them. However, there was no rehearsal period for this film because Anna Magnani was unwilling to rehearse, since she did not like to. Therefore, after only a three-day rehearsal period, the filming of the movie began.
"Battle of Angels," the original version of Tennessee Williams' play "Orpheus Descending" on which this film is based, flopped in Boston in 1940 and did not make it to Broadway. The 1957 Broadway production of the reworked play, starring Cliff Robertson and Maureen Stapleton as Val and Lady Torrance, also was a flop. It was not until the 1989 revival, starring Vanessa Redgrave as Lady Torrance, that the play was a success on Broadway.
The little Hudson River town of Milton, New York has a plaque from the production company for this film, thanking the city for its cooperation during the shoot. Even in the early 1970s, Milton had no traffic light on its main street and could still pass for a small town in the Deep South. Artists had studios in the "store." Tall ceilings allowed for suggestion of a second floor via a dummy staircase. The post office was one of the three attached storefronts.