At first, Orson Welles wanted nothing to do with the picture. He reluctantly agreed after a contract deal forced him to.
Despite popular speculation, Orson Welles is wearing make-up throughout the film. For hours every night, they'd add pounds and pounds onto him, and use prosthetics for his face. He once said that he was late going to a dinner party at his house during the filming, and arrived with his make-up still on. A famous actress approached him when he entered and in all seriousness said: "Orson! You look wonderful!"
Director Orson Welles found a tailor in Mexico City who made suits for the top officials in the Mexican government, and sent Charlton Heston there for his costumes for the film.
Executives from Universal Pictures only found out that Marlene Dietrich was playing Tanya when they saw the rushes for that day's shooting; she had filmed her part in one day as a personal favor to Orson Welles and he had not told anyone about it. She agreed to appear at minimum union wage, but when the studio execs decided to give her on-screen credit, they had to pay her more.
In the movie Ed Wood, the Orson Welles character complains to the Ed Wood character about administrative meddling in a director's artistic vision: "I'm supposed to do a thriller with Universal, but they want Charlton Heston to play a Mexican," referring to this film (in reality, Heston's character was originally supposed to be white; it was Welles himself who changed it to a Mexican). Wood also tells Welles, "I've even had producers re-cut my films," a significant issue, as it turned out, for Welles with this film.
Interviews with Orson Welles in his later years noted that the majority of footage that was cut out of his original version were around 20 minutes of humorous scenes involving the Grandi family, adding a light-hearted approach to the picture. However, despite the numerous changes, he was somewhat pleased with the way it was re-cut as a darker picture. His 58-page memo aimed to keep the film bleak, and didn't try to include these scenes, happy enough with the transitions that Harry Keller filmed.
Much of the music used throughout the movie was from sound sources that pertained to the film: radio transmissions, jukeboxes, player piano.
Oscar winner Mercedes McCambridge, only appears in the film because she was having lunch with Orson Welles during filming and Welles convinced her to film a scene. Welles had her wear a leather jacket, he cut her hair himself and had her character say the sinister line, "I wanna watch."
Premiered as the second half of a double bill (hence its 'B' movie status) after main feature The Female Animal directed by Harry Keller, the same director hired to re-shoot parts of the film after Orson Welles was fired.
Scenes that the studio ordered to be retaken were not filmed by Orson Welles, but by Harry Keller. Charlton Heston at first refused to be filmed by anyone other than Welles and caused a delay of one day. He later reimbursed the studio $8,000 for the delay.
The 1975 alternate version added more than 15 minutes of footage and removed most (if not all) of the footage reshot by Harry Keller in 1957, after Orson Welles was fired.
The 1998 restoration was supposed to premiere at the 1998 Cannes Film Festival. However, the day before the premiere, the showing was canceled by Beatrice Welles (Orson Welles's daughter), who has a long history of interfering with showings of her father's work through threats of litigation.
The entire film was shot on real locations, apart from the infamous ten-minute take in the Mexican shoe store clerk's apartment, which is actually a set. The studio wanted the entire film to be shot on sets, even going so far as to build numerous locations on its lots, but Orson Welles insisted on filming in a real city, settling for Venice, California, when he couldn't get his initial choice of Tijuana.
The film takes place in a fictional Mexican border town, Los Robles, but was filmed in Venice, California because the place looked convincingly run-down and decayed.
The film was a box office failure in the U.S. in 1958, but was well received in Europe.
The first scene filmed was the interrogation of Sanchez, under the watchful eye of Universal executives. Orson Welles did it quickly as proof he could make the film within the budget ($825,000) provided and with a 38-days shooting schedule. Joseph Cotten said in an interview, the final cost was $900,000 and it was completed in 39 days.
The nighttime filming of the long, single tracking shot opening sequence had many retakes. It took so long that the sequence used was the last chance that night; the first light of the breaking dawn is visible in the background.
The opening scene took an entire night to get right, mainly because the actor playing the customs officer kept blowing his lines. It was beginning to get light on the horizon when Orson Welles made the final take of the night, saying to the cast, "All right, let's try it one more time." Then he looked at the actor and said, "If you forget your line this time, just move your lips and we'll dub it in later, but please God do NOT say, 'I'm sorry, Mr. Welles!'" This is the take seen in the film.
The restored DVD was to have included a commentary as well as a documentary on the film and restoration titled Restoring Evil. Both of their inclusions on the DVD were stopped by Orson Welles's daughter, Beatrice Welles.
The role of the motel night manager was written specifically for Dennis Weaver, because Welles admired his work on Gunsmoke and wanted to work with him.