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The opening and closing cast credits differ in order. The onscreen widescreen process is listed only as Technirama, but reviews list it as Super Technirama 70. Reviews list film editor Otto Ludwig as John K. Ludwig. Choreographer Jaroslav Berger's first name is misspelled onscreen as Jeroslav. According to a June 1954 Daily Variety news item, a project on the legendary romance between ancient Israel's King Solomon and the Queen of Sheba was slated to be written by Julius Epstein for Small Productions. Epstein's contribution, if any, to the final script has not been confirmed. In November 1955, Hollywood Reporter announced that Arthur Hornblow had been set to produce for Small. In July 1957 Daily Variety noted that the film would have a five million dollar budget and would likely be shot using TODD-AO cameras on location in Israel, Spain and Italy. The following Mar, Daily Variety reported that the script would go contrary to the Biblical story of Solomon and Sheba, with the queen bearing a child. In July 1958 Variety indicated that Hornblow was withdrawing from the project due to its lengthy pre-production. Ted Richmond was announced as Hornblow's replacement and a new budget was projected at $3.5 million. By August 1958, Tyrone Power and Gina Lollobrigida had been cast in the title roles. In September Variety revealed that the film's shooting was to be done entirely in Spain, as Israel did not have the numerous horses required for the production.
Principal photography began in mid-September 1958. On 15 Nov, during the filming of a sword fight between Power and George Sanders, Power complained of feeling ill and was rushed to a Madrid hospital where he was pronounced dead of a heart attack. Power was 45-years-old. In 1931, Power's father, stage and film actor Tyrone Power, Sr. also had died of a heart attack shortly after work on a film. Power's last completed film was the 1957 United Artists release Witness for the Prosecution (see below). Two days after Power's death, Daily Variety stated that Yul Brynner had been selected to assume the role of Solomon and shooting in Spain would continue around the character. Los Angeles Times reported the next day, however, that two of the film's three producers had not been consulted before Edward Small announced Brynner's casting, which was thus in doubt.
A November 20, 1958 LA Mirror-News reported from Madrid that after three days of discussion Brynner would indeed replace Power, and that all the footage containing Power would be re-shot. The article also noted that producer Richmond, who was partners with Power in Copa Productions and a close friend of the actor, might withdraw from the film due to emotional exhaustion. Hollywood Reporter reported on November 21, 1958 that Ben Goetz would go to Madrid to assume production control of the film, but it would not affect Richmond's or director King Vidor's status. Daily Variety reported the same day that Peter Viertel was to rewrite the script especially for Brynner, but there is no further information on any contribution by Viertel. Although all the preceding items indicated that the film would be entirely re-shot, apparently footage with Power was kept with the hope of using as much as possible in the final film. A June 24, 1959 Variety article quoted Vidor as admitting that despite intending to match both long and close shots of Power with Brynner, it was not possible because of the very different physical approach each actor took to the role.
Hollywood Reporter news items add Noel Purcell and Graham Summers to the cast, but their appearance in the released film has not been confirmed. Another Hollywood Reporter item noted that actors Lawrence Naismith and William Devlin switched roles as "Nathan" and "Hezrai" because Naismith had been delayed working on another production in London. An early November 1958 Hollywood Reporter article indicated that Vidor had secured government permission for the use of Madrid's Monasterio de San Lorenzo del Escorial, built by King Philip in 1577.
Solomon and Sheba was loosely based on the characterization of King Solomon found in the Bible's Old Testament books of 1 Kings and 2 Chronicles. The film accurately depicts King David's selection of Solomon over his older half-brother Adonijah (and nine other older brothers) to rule Israel after his death. Solomon's coronation conducted before David's death is also portrayed in the film as presented in the Bible, but there is no indication in the film that this was likely brought about by Solomon's mother Bathsheba and the prophet Nathan in order to halt an attempted take-over by Adonijah. Solomon's dedication to building a great temple to house the Ark of the Covenant (containing the Ten Commandments) and early devotion to God are reflected in Solomon and Sheba. The film does not mention that Solomon, like David before him, was polygamous and among his many wives was the daughter of the Pharaoh of Egypt, with whom Solomon eventually made an alliance. As depicted in the film, Abishag lived in the palace under David's care and is described as a Shummanite. After David's death, Adonijah petitioned Bathsheba to ask Solomon for permission to marry Abishag and, outraged, Solomon slayed Adonijah.
Unclear from either Biblical or Islamic traditions is the depth of the relationship between Solomon and Makeda, the Queen of Sheba. The kingdom of Sheba, the ancient name for Abyssinia, was, as shown in Solomon and Sheba, safe for many years because of its remote location and good relationship with Egypt. The Biblical account and various Islamic myths agree that Makeda visited Jerusalem in order to confirm Solomon's reputation for having great wisdom. More elaborate legends indicate the queen devised a number of riddles to confound the king and was impressed by his quick, intellectual responses. Both the Biblical books of Kings and Chronicles state that the queen presented Solomon with lavish and rare gifts from her native land before returning to her country. Ethiopian tradition indicates that Makeda returned to Sheba and bore Solomon's son Menelik, who later became the first emperor of Ethiopia.
Solomon and Sheba portrays the queen as using idolatry to bring the downfall of Solomon. Historical accounts note that Solomon's great wealth and polygamy contributed to his gradual drift from Judaic law and his ultimate demise. Solomon died after a forty year rule and Israel split into two kingdoms, Israel and Judah. Another film inspired by the story of Solomon and Sheba was the 1921 Fox film The Queen of Sheba, directed by J. Gordon Edwards, and starring Betty Blythe and Fritz Leiber (see AFI Catalog of Feature Films, 1921-30).