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Working titles for this film were Leviathan, Europa, and Majestic. According to an unidentified source in the AFI Mayer Library M-G-M clipping file, this film was based on Guy Bolton's unpublished and uncopyrighted story "Leviathan." According to information preserved in the Twentieth Century-Fox Records of the Legal Department at the UCLA Theater Arts Library, Universal claimed that Fox plagiarized their story "Leviathan." Bolton responded to the claim in December 1931, stating that Fox production official Sol Wurtzel had given him the idea for the story, and that he used various incidents from two of his own plays, Red and Black and The Tree of Aphrodite, both copyrighted three or four years earlier, as inspiration for the story. The Twentieth Century-Fox legal files also indicate that an early draft of the screenplay was titled Majestic. The screenplay draft suggested Virginia Valli or Eileen Pringle "types" to play "Kay Graham," and Warner Baxter, Ronald Colman or Edmund Lowe "types" to play "Max Gulliver" (an earlier name used for character "Monty Greer"). John Halliday and Jean Hersholt were loaned from M-G-M. Though Fox billing instructions list actors John Swor (Trowbridge) and Robert Burns (Gambler) in the cast, their names were later crossed off the sheet, and their appearance in the film is doubtful. The billing instructions also indicate that Leila Hyams was considered for a starring role. Although the Twentieth Century-Fox legal files note that actor George E. Stone was signed to the picture, he did not appear in the released film.
The Variety review referred to the film as "an aquatic Grand Hotel," and noted that Seymour Felix was originally slated to direct. According to modern sources, photographer James Wong Howe and art director Gordon Wiles quarreled often during production of the film, arguing over such things as the size of the sets and lighting techniques. Wiles received an Academy Award for his work on the film.