Originally Cleopatra was envisioned as a modest $2,000,000 project starring Joan Collins. However, once Elizabeth Taylor was cast, the film was transformed into a giant epic.
Soon after shooting began in England, Elizabeth Taylor became ill and could not work. As her presence was required for almost every scene production soon closed down. Director Rouben Mamoulian finally resigned on January 3, 1961. He was followed by stars 'Peter Finch' and Stephen Boyd, who had to honor prior commitments.
Taylor's illness prevented her from working again in England's weather for several months. Therefore the production moved to Rome. The sets and the footage already shot were scrapped. (See also Carry on Cleo).
The blasting review that Judith Crist gave the film effectively kickstarted her film critic career.
The film's elaborate and complicated sets and props all had to be constructed twice, as the production moved from London to Rome following Elizabeth Taylor's illness.
The filming of Cleopatra's entrance into Rome was delayed for months due to lighting problems resulting in the recasting of the American child actor who was playing her four-year-old son with an Italian child (complete with accent) as the original boy had grown taller during the long delay.
The finished script was as thick as the Beverly Hills phonebook.
The first screenwriter drafted in on the film was industry veteran Nigel Balchin.
The original list of choices for the role of Marc Antony were Stephen Boyd, Richard Johnson, Michael David, Peter O'Toole, Peter Finch and Laurence Harvey. Boyd was cast as Antony while Finch was cast as Caesar. However, both men had to leave the project due to the lengthy delays and their obligations to other projects. Boyd was replaced by Richard Burton and Finch was replaced by Rex Harrison.
The production was so huge and demanded so much lumber and raw material that building materials became scarce throughout the rest of Italy.
The Roman forum built at Cinecitta was three times the size of the real thing.
The scar from Elizabeth Taylor's tracheotomy, performed during filming, is visible in several shots.
This film has been cited as one of the factors that brought an end to the Italian-made "sword and sandal"/"mythological muscleman" epics that had been popular since the late 1950s. Specialized suppliers raised their prices for goods and services supplied to this production. The higher prices were beyond the budget of Italian producers so production values for their films dropped and audiences declined.
Twentieth Century Fox was in financial trouble in the late-1950s due to disappointing box office returns of some major releases. Orders were given to search the Fox script library for a proven property that could be remade. The project chosen was Cleopatra, a Theda Bara film that had been a smash hit for the studio. What the studio needed was a producer willing to handle the project. At about the same time, veteran producer Walter Wanger approached Fox with an idea for a project he had been planning for several years: the story of Cleopatra. In the words of David Brown, "We fell on him."
Various employees of Rome's Cinecitta studios where this was filmed stole several millions of dollars worth of equipment and props while production took place.
When Joseph L. Mankiewicz came on board as director after the departure of Rouben Mamoulian, he inherited a film that was already $5 million over budget and with no usable footage to show for it.
When Joseph L. Mankiewicz was tapped to direct, he was working on adapting Lawrence Durrell's Alexandria quartet novels.
When Walter Wanger's first choice for director insisted that Caeser was a homosexual, 'Spyrous Skouras' told the producer not to hire him. Skouras reasoned, "To hell with history. I want a triangle with two men and one woman. Having one of the greatest men in history as a homo isn't box office!"