After meeting in the writer's room for The Danny Kaye Show, actor-turned writer Paul Mazursky and writer Larry Tucker teamed up to create the Beatles-inspired television series The Monkees. They originally planned to move into filmmaking with H-Bomb Beach Party, a satire of nuclear war. The script attracted the attention of actor Lawrence Harvey, who wanted to make it with Hunt Stromberg, Jr. producing and Mazursky directing, but the deal fell through. Mazursky had been intrigued by the growing counter-culture movement, had experimented with acid and had attended a few love-ins. But he had never gone too far because he had also started a family with his wife, Betsy. He and Tucker set out to explore a more up-tight, less committed character to see how he would respond to the temptation to drop out of society.

The film was named for Alice B. Toklas, poet Gertrude Stein's secretary and longtime companion. When Toklas published The Alice B. Toklas Cookbook in 1954, she included a recipe for "Haschich Fudge." As a result, people started calling brownies laced with marijuana "Alice B. Toklas brownies."

The writing team's agent loved the script but didn't feel he'd had enough experience with film so he sent it to Freddie Fields at Creative Management Associates (CMA, now ICM). Fields also responded positively and saw it as a perfect vehicle for another of his clients, Peter Sellers, who was looking for a film to follow The Party (1968). Fascinated by the hippie scene, Sellers had already started experimenting with drugs and dabbling with Buddhism, which made the project a natural choice or him. When he signed on, Fields negotiated a deal that gave Tucker and Mazursky $200,000 for the script and another $75,000 for executive producing. Sellers was paid $750,000 for acting in the film.

Initially, Sellers wanted Mazursky to direct the film, but the two had a falling out when the actor mistakenly accused Mazursky of making a play for the then-Mrs. Sellers, actress Britt Ekland. Instead, Sellers picked Hy Averback, another television comedy veteran whose two previous films had been Chamber of Horrors (1966) and the Doris Day comedy Where Were You When the Lights Went Out? (1968).

Leigh Taylor-Young made her movie debut as Sellers's hippie sweetheart after making a name for herself in her first television role, as Ryan O'Neal's new love interest (after the departure of Mia Farrow) on Peyton Place.

A young Ed Asner read for the role of Sellers's law partner but lost out to Herb Edelman. As a result, he had to borrow $10,000 from his agent to move his growing family to a larger home. The day he went to collect the check, Sellers and Edelman got in the elevator with him in costume for a scene from the film.

By Frank Miller