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The working title of this film was Free for All. The opening credits contain the following written prologue: "Once upon a time: It was so long ago that people drove sixty miles an hour, And skidded their tires, And drank three cups of coffee all at once, And ate big gobs of butter, And there were more fellows around then there were girls, and everybody was having a good time without knowing it. That's when our story happened. Away back then...in 1938. And here's hoping that 'Once upon a time' goes on again some quick tomorrow. Only better." According to pre-production news items in Hollywood Reporter, Henry Hathaway was initially slated to direct and Ted Tetzlaff was to photograph this picture. Joe Bernard and Frank Felton were both credited as "Otto" by the CBCS. It has not been determined if both actors appeared in the film, or if one replaced the other. A Hollywood Reporter production chart places Joyce Compton and Jacqueline Dalya in the cast, but their appearance in the final film has not been confirmed. John Wayne was borrowed from Republic to appear in this picture. A post-production news item in Hollywood Reporter adds that the $250,000 in advertising alloted to this film was one of the studio's largest publicity budgets to date.