Much to Frank Morgan's annoyance, he was required to shave his mustache, which he hadn't done for 17 years.
Jeanette MacDonald very much wanted Allan Jones to star in this film as her leading man. He was unable to work on the film due to his role in The Marx Brothers's A Night at the Opera (1935). This scheduling conflict set the stage for Nelson Eddy to act alongside MacDonald, in what would become the first of eight films featuring the two stars.
Although Victor Herbert's music was used in this movie, the plot is not the same as that of the original musical, as was often the custom back then for adaptation of stage musicals. Many of the lyrics (by Rida Johnson Young) are also changed.
Reportedly, some controversy arose over the inclusion of the song "Ah, Sweet Mystery of Life" in the film because it was known by many to be the theme song of Forest Lawn Memorial Park and Mortuary.
The song, "Ah, Sweet Mystery Of Life" was famously sung by Madeline Kahn, as the Bride of Frankenstein, in Mel Brooks's Young Frankenstein (1974). Elsa Lanchester, who appears in this movie as the governor's wife, played the Bride of Frankenstein (1935) in the same year this film was made.