According to Howard Hawks in the book, Hawks on Hawks by Joseph McBride, the director had some difficulty getting Hepburn to stop overacting during the early stages of production. "The great trouble is people trying to be funny," Hawks observed. "If they don't try to be funny, then they are funny. I couldn't do any good with her, so I went over to an actor who was a comic for the Ziegfeld Follies and everything, Walter Catlett, and said, "Walter, have you been watching Miss Hepburn?" He said, 'Yeah.' "Do you know what she's doing?" 'Yeah.' And I said, "Will you tell her?" He said, 'No.' "Well," I said, "supposing she asks you to tell her?" 'Well then, I'l have to tell her.' So I went over to Kate, and I said, 'We're not getting along too well on this thing. I'm not getting through to you, but there's a man here who I think could. Do you want to talk to him?' She came back from talking with him and said, 'Howard, hire that guy and keep him around here for several weeks, because I need him.' And from that time on, she knew how to play comedy better, which is just to read lines." Hepburn also asked Hawks to give Catlett a role in the film so she could call on him for further help. Hawks cast him as the town constable.

Hepburn also loved to talk, which caused problems for Hawks when he needed to shoot scenes. When she ignored the assistant director's repeated cries of "Quiet," Hawks just motioned the rest of the crew to stop what they were doing until she realized she was the only one talking. She asked, "What's the matter?" and Hawks said, "You're acting a good part of a parrot, and if you're going to keep on doing it, we'll just sit here and watch you." At that, she took Hawks aside and told him not to talk to her like that because she had a lot of friends working on the film. Hawks called to an electrician on a scaffold overhead and said, "If you had a choice of dropping a lamp on Miss Hepburn or me, who would you drop it on?" The man told Hawks to get out of the way, and Hepburn just said, "I guess I'm wrong" and never misbehaved again.

From that point, the atmosphere on the set was harmonious. Hepburn served high tea every day at four. On some days, Hawks cancelled shooting and took the cast to the races. When he was particularly pleased with one scene, he brought the cast two cases of champagne.

Hepburn and Grant frequently socialized off the set, double-dating with their respective steadies at the time, Howard Hughes and Phyllis Brooks. They loved working on the film so much that they frequently arrived early. Since Hawks was usually late, they spent their time working out new bits of comic business.

Among their inventions was the bit in which Grant accidentally rips off the back of Hepburn's dress, and the two have to walk in lockstep while he covers her exposed derriere with his hat. Something similar had actually happened to Grant when he was seated in a theatre near the manager of the Metropolitan Museum of Art and his wife. When he stood to let the woman pass, he realized his fly was open and accidentally zipped her dress into his fly. They had to walk in the same way to the manager's office in search of a pair of pliers with which to open the stuck sipper.

Hepburn worked beautifully with the leopard, Nissa, and impressed the cat's trainer, Mme. Olga Celeste, as a natural for animal training. Under Mme. Celeste's guidance, she spent time with Nissa before each day's shoot. She wore lots of perfume because it made the cat more playful and put resin on the soles of her shoes to prevent any sudden slips that might scare her. She had only one close call, when she turned too quickly and the beast clawed at her flaring skirt. Only a sharp crack on the head from Mme. Celeste kept Nissa from doing further damage.

Despite Hepburn's knack for working with Nissa, the studio wasn't taking any chances. Some scenes involving the leopard, like the drive to Connecticut, were done as process shots, with Nissa matted into the shot after the actors had done their work. For the scene in which Hepburn drags Baby into the jail house, you can even see the break between the rope Hepburn is holding and the rope attached to the cat.

After a bad start, Hawks grew to respect Hepburn tremendously for her comic timing, ad-libbing skills and physical control. He would tell the press, "She has an amazing body -- like a boxer. It's hard for her to make a wrong turn. She's always in perfect balance. She has that beautiful coordination that allows you to stop and make a turn and never fall off balance. This gives her an amazing sense of timing. I've never seen a girl that had that odd rhythm and control."

Throughout filming, RKO executives complained that the film was destined for commercial failure. They asked Hawks to insert more romance and less slapstick and told him to take away Grant's glasses, but he ignored them.

The film's original budget was $767,000, but Hawks spent so much time indulging his penchant for improvisation that it finally came in at $1,073,000 and 40 days behind schedule. RKO management was so angry they pulled him off his next project, Gunga Din. Ironically, his replacement on that film, George Stevens, was just as painstaking as Hawks. The only difference was that Stevens' film made money at the box office.

Near the end of filming, Hepburn's name appeared in a trade ad placed by the Independent Theatre Owners Association at the top of a list of performers they considered "box-office poison." Also on the list were Joan Crawford, Greta Garbo and Marlene Dietrich. The publicity about Hepburn's lack of popularity did little to help Bringing Up Baby at the box office.

Despite strong previews and trade reviews, the film performed erratically. It did well in most West Coast and East Coast cities, faltered in the Midwest and, amazingly, flopped big time in New York City, where it was pulled from the Radio City Music Hall after just one week. Hawks would later say the problem was that he had failed to put any normal characters into the film so there was nobody for the audience to identify with.

RKO was still committed to pay Hepburn for two more films at $75,000 apiece. To get rid of her they assigned her to make a B-movie, Mother Carey's Chickens. Rather than make that film, Hepburn bought out her contract for $220,000.

by Frank Miller