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Production on this film began in April 1937, according to Hollywood Reporter news items and production charts. When James Stewart became ill after four days of shooting and then had to leave to star in M-G-M's Benefits Forgot, the project was shelved until mid-December 1937. Although George Stevens continued as director, some cast members were replaced in the production, including Fay Bainter and Donald Crisp. According to Hollywood Reporter, after Stewart's departure, RKO considered replacing him with Douglas Fairbanks, Jr. Hollywood Reporter also announced that James Ellison and Fairbanks were competing for the same role. RKO borrowed Stewart from M-G-M for the production. One January 1938 Hollywood Reporter production chart lists Kay Van Riper as a co-screenwriter with Anne Morrison Chapin, who is credited by the Screen Achievements Bulletin as a treatment writer. Riper's contribution to the final film has not been determined. One reviewer advised exhibitors to screen this film before booking it, as he feared that younger, impressionable viewers might forget that "Francey" and "Peter" were married. Robert de Grasse received an Academy Award nomination for his photography on the production. Although Hugh McDowell, Jr. is credited on screen as sound recorder, James Wilkinson, the head of RKO's sound department, received an Academy Award nomination for Best Sound. Modern sources add the following actors to the cast: Maurice Black (Head waiter), June Eberling (Girl on bus), Marvin Jones (Boy on bus), Bobby Barber (Italian), Ray Mayer and George Chandler (Men on train), Harry Campbell, June Johnson, Kay Sutton, Phyllis Fraser, Edgar Dearing, Helena Grant, Vivian Reid, Vernon Dent, Kathleen Ellis, June Horne, Dorothy Johnson, Phoebe Terbell, Robert Wilson, Stanley Blystone and Barbara Pepper. In addition, modern sources credit Mel Berns with make-up and John Miehle with still photography.