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The working titles of this film were Dear Barbara and 100 Girls and a Man, an apparent takeoff on producer Joe Pasternak and director Henry Koster's 1937 hit Universal film One Hundred Men and a Girl. In addition to the above-listed numbers, a medley of classical music, featuring works by Ludwig von Beethoven, Johannes Brahms, Felix Mendelssohn, Franz Liszt, Wolfgang Amadeus Mozart and others, is heard in the film. Claude Debussy's "Clair de Lune" is performed first by Jos Iturbi on the piano and then by Larry Adler on the harmonica. Although Hollywood Reporter announced that a sextette from the opera Lucia, sung by Judy Garland, James Melton, Lauritz Melchior, Carlos Ramirez, Marion Bell and an unnamed singer, was to be performed in the film, it was not included in the completed film. Producer Joe Pasternak and director Henry Koster, who previously had worked together on Universal's popular Deanna Durbin pictures, began preparation for this film while still at that studio, according to a Hollywood Reporter news item.
When M-G-M took over the project, Susan Peters and Frank Morgan were announced as the stars. Donna Reed was then slated to star and was listed in early Hollywood Reporter production charts, but was replaced by June Allyson because of a scheduling conflict. According to a February 1944 Hollywood Reporter news item, Jimmy Durante's role was enlarged in response to a favorable preview audience reaction to his performance in Two Girls and a Sailor . Although Hollywood Reporter announced that Clem Bevans had been cast as "the doctor" in the picture, Harry Davenport actually played the part. Cyd Charisse was listed as a cast member in Hollywood Reporter, but she was not seen in the viewed print. Hollywood Reporter also announced Jimmy Clark as a cast member, but his participation in the final film has not been confirmed. Myles Connolly's original screenplay for the film was nominated for an Academy Award. A Lux Radio Theatre presentation of this film, starring O'Brien, Durante, Iturbi and Frances Gifford as "Barbara," was broadcast on May 27, 1946.