Robert Redford initially intended to play Denys Finch Hatton, as an Englishman. That was later nixed by director Sydney Pollack, who felt it would be too distracting for audiences. Redford had to overdub some of his lines from early takes, when he used a trace of English accent.
Early in the film, Baroness Karen Blixen is introduced to her servants. Although the scene is inter-cut with close-ups and other inserts in the film, the first take was filmed as one long shot. The prolonged take required Streep to meet and exchange dialogue with several other characters. As soon as director Sydney Pollack yelled "Cut," Streep, wearing a high-collared shirt and snug jacket, yelled "get this thing off of me!" and ripped open her jacket. A beetle the size of Streep's hand had crawled down the front of the jacket moments after the camera rolled, yet she continued filming the scene, Much of it remains in the final film.
In one scene, Karen Blixen, travels across dangerous terrain to bring supply wagons to her husband's regiment. During the night, a lion attacks one of the oxen and Karen tries to fight it off with a whip. Meryl Streep was assured that the lion would be tethered by one of its back legs so he couldn't get too close. When the scene was shot, the lion had no restraint. The lion got closer than Streep anticipated; the fear on her face is real.
Sydney Pollack initially never considered Meryl Streep for the role of Karen Blixen as he figured she wasn't sexy enough. Streep landed the part by showing up for her meeting with the director wearing a low-cut blouse and a push-up bra.
When Denys washes Karen Blixen's hair, he quotes from "The Rime of the Ancient Mariner" by Samuel Taylor Coleridge. One line, "He prayeth well, who loveth well both man and bird and beast," is inscribed on the real Denys Finch Hatton's gravestone.
To this day (19 March 2007), Karen Blixen remains the only woman who has ever been invited to drink in the men's bar at the Muthaiga Country Club. Even though the club has relaxed certain rules, even allowing men without jacket and tie in certain parts of the club, the rule for men only remains. Another bar allows women.
Production designer Stephen B. Grimes spent a year building a replica of Nairobi circa 1913 and Karen Blixen's house. The film's sets were built not that far from where Blixen had once lived. In fact, that district now bears the name "Karen".
While he was editing the picture, director Sydney Pollack used musical selections from John Barry to act as his temp track. When it came the time to actually score the film, Barry seemed like the perfect choice.
Felicity is modeled on Beryl Markham, another writer who lived in East Africa and was supposed to be another of Denys Finch Hatton lovers. Markham was also one of the first women to fly across the Atlantic. Sydney Pollack was fortunate enough to meet the elderly Markham early in pre-production.
The trivia items below may give away important plot points.
In reality, Karen and Denys' romance was slightly different. They met at a hunting club, not out on the plains. He disappeared for two years on military assignment in Egypt. He started flying and taking tourists on safaris after he moved in with Karen, not before. The film never mentions that Karen miscarried their baby. In reality, Karen Blixen learned of her lover's death from some friends in Nairobi.
Nicolas Roeg planned to direct the film in the early 70s, using a screenplay written by Judith Rascoe. The scene where Bror informs Karen Blixen of Finch Hatton's death is a leftover from that treatment.