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The plot summary for this film was based on a screen continuity contained in the Twentieth Century-Fox Produced Scripts Collection, and the onscreen credits were taken from a screen billing sheet in the Twentieth Century-Fox Records of the Legal Department, both of which are located at the UCLA Theater Arts Library. According to the legal records, Twentieth Century-Fox purchased James Edward Grant's unpublished, uncopyrighted story entitled "Marry an Orphan" from Universal. While Universal owned the story, B. G. DeSylva had worked on adapting it for the screen. Fox paid $15,000 for the story and agreed to loan Alice Faye to Universal to appear in their picture, You're a Sweetheart (see below). A March 1937 Hollywood Reporter news item noted that when DeSylva was working on the story for Universal, he hoped that it would star Carole Lombard and be directed by Gregory LaCava. According to Hollywood Reporter news items and production charts, the film started production with Simone Simon playing "Toni Pemberton." Shortly after filming began, she was replaced by Ann Sothern, who was borrowed from RKO. In exchange for Sothern's services, Twentieth Century-Fox agreed to loan Victor McLaglen to RKO. According to director Otto Preminger's autobiography, he objected to Simon taking the part because of her heavy French accent. Preminger also states that Twentieth Century-Fox executive Darryl F. Zanuck removed Simon after viewing early rushes because he was displeased with her performance. Peter Arno, who painted the paintings that appear in the film, was a well-known New Yorker cartoonist. According to the legal records, Arno was to supply the studio with three "Surrealistic" paintings, one each for the ceiling, a window and the bath. Actresses Margaret McWade and Margaret Seddon played similar roles in the 1936 Columbia film Mr. Deeds Goes to Town (see below). The Variety reviewer noted this picture's similarity to the play You Can't Take It with You, which was filmed by Columbia in 1938 (see below).