By way of background to the genesis of this movie and the career it started, the filmmaker who has been a dominant force in American films for three decades started in the medium rather inauspiciously, failing a film course at New York University and dropping out after one semester. Woody Allen's distinctive comic take on life soon found its outlet in writing, first for television, then as a well-known stand-up on the Greenwich Village club circuit, records and college campuses. He made his feature film acting and writing debut with Clive Donner's farce What's New Pussycat? (1965). Shortly after, he took his first steps into filmmaking by writing new comic dialogue voiced by American actors and dubbed over the original soundtrack to a minor Japanese spy thriller entitled Kagi no Kagi; the result was What's Up, Tiger Lily? (1966). He also co-wrote and acted in the James Bond spoof, Casino Royale (1967), a year after his first play, Don't Drink the Water, premiered on Broadway. His first film efforts as a director were two shorts he made for a 1969 Kraft Music Hall special featuring him and a young actress named Candice Bergen.

Armed with greater bankability after his early acting and TV success, Allen was eager to exert more control over his film work and assume the risk of failure himself. "I won't feel half as bad as if I had had a good script and somebody else wrecked it," he said. "I'd rather do a good picture that didn't make a single penny than a horrible picture that broke all records. Money never interested me."

For his first project, Allen set out to put on screen a comedy script he had written with his old friend Mickey Rose, one of several writers who also contributed to the script of What's Up, Tiger Lily?.

Allen and Rose had grown up together and worked in tandem, line by line, in the same room with one typewriter on which they would take turns putting down their ideas. Although he would work differently later, whether in collaboration or alone, the process with Rose was the beginning of what would become Allen's typical writing method, diving directly into the script from ideas in his head, working very quickly without treatment, synopsis or notes.

Right from the start of scripting Take the Money and Run, Allen was creating his now-familiar film persona. It was a refinement of what he had developed in stand-up and his first movie roles, that of a well-intentioned but ineffectual, clumsy, nervous person, a physical coward and a man who is driven by his desire for beautiful women. Allen's character evolved from similar traits in many of the classic film clowns, from Chaplin to Groucho to Bob Hope, but he gave it a contemporary urban edge. The script was tailored so specifically for his persona that in its initial drafts the character name was "Woody" instead of "Virgil Starkwell."

Allen was encouraged and supported in his pursuit of the project by Charles H. Joffe and Jack Rollins, who started out managing his writing career. They pushed him to follow his urge to perform his routines on stage. When he started Take the Money and Run, it seemed natural that they would function as his producers and help him develop as a filmmaker. However, they were a little wary of him trying to do too much with his first feature. Writing the screenplay and starring in Take the Money and Run was one thing but to also direct it seemed too ambitious for a first effort. Rollins, in particular, was afraid Woody would be perceived as an egomaniac.

Allen first gave the script to Val Guest, who had directed the segment of Casino Royale Allen had appeared in and written. Guest was interested, but negotiations bogged down with Charles Feldman, the producer of Casino Royale, who had taken an early option on the Take the Money and Run script in 1966. When Feldman died, the rights to the property were freed up. By some accounts, Guest was then busy elsewhere, although Allen later said "the film company" refused to hire the British director. The company he was referring to may have been United Artists, who expressed a willingness to put up $750,000 for the film, a sum Joffe said would have "killed the project."

Allen next approached Jerry Lewis. Although he wasn't a huge fan of Lewis's self-directed comedies, Allen thought him "a hilariously talented man" who could be counted on for wonderfully funny sequences in a loose, episodic film structure. (That Allen was looking for someone to bring magic to isolated moments regardless of the overall quality of the film was an indication of some of the problems he would later run into on Take the Money and Run). Lewis expressed interest, but United Artists vetoed him as the director.

After these first missteps, Rollins and Joffe had a change of heart and started shopping the project around with Allen attached as director. They eventually hooked up with a newly formed company, Palomar Pictures, a subsidiary of ABC that had backed Allen's Play It Again, Sam on Broadway. The company decided to give him the chance. With a small ($1.7 million) budget and assurances of creative control, he took the plunge.

The pseudo-documentary approach of Take the Money and Run was already established in an early screenplay treatment. To give it more of a documentary feel, Allen wanted to shoot in black-and-white, but despite his creative control, he "wasn't allowed to," he later said.

by Rob Nixon