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Vanessa, the novel on which this film was based, was the fourth and final volume of Hugh Walpole's "Herries Chronicle" quartet, and covered the years 1875-1932. A working title for the film was Vanessa. An January 18, 1934 Hollywood Reporter news item noted that M-G-M wanted Frank Lloyd to direct the film, which, at the time, was to star Norma Shearer and Diana Wynyard. Although Arthur Richman was said to have been writing the script, his contribution to the film has not been determined. Other Hollywood Reporter pre-production news items indicated that David O. Selznick replaced Walter Wanger as the producer, and that director William K. Howard and Selznick wanted Charles Laughton to co-star with Helen Hayes and Robert Montgomery. According to Hollywood Reporter pre-release news items, Dr. William Axt was signed to prepare the musical score of this film; Otto Kruger was given the part previously considered for John Barrymore, Lionel Barrymore, Frank Morgan and others; and Constance Collier was pencilled in for a part, but was withdrawn because the part was later deemed unimportant. The Motion Picture Herald review erroneously listed Collier in the cast. Hollywood Reporter pre-release news items also indicate that actors Barlow Borland, Lilyan Irene, Keith Kenneth, Eily Malyon, Olaf Hytten, Ambrose Barker, Peggy Wynne, Sharley Simpson, Arthur Treacher, Howard Entwistle and Neil Fitzgerald were cast in the picture, but their appearance in the released film has not been determined. Actors Ramsey Hill, David Thursby, and Paul Irving were included in Hollywood Reporter production chart cast lists, but their appearance in the released film has also not been confirmed. Hollywood Reporter news item noted that production on this film, which was slated for a forty-seven day shooting schedule, began at Sherwood Lake, CA, where one week of filming was expected to take place.
The New York Times review called this Helen Hayes's "valedictory to the screen." Apart from a cameo appearance in the 1943 film Stage Door Canteen, Hayes did not again appear in a film until 1952. According to modern sources, Hayes refused to accept her assignment to a role in this film after reading the script, which she abhorred, but later accepted it when M-G-M threatened to sue her for $90,000 (the amount the studio had already spent on pre-production). According to a David O. Selznick memo, M-G-M producer Eddie Mannix requested that Selznick produce this picture, and threatened to force the closure of Mary of Scotland, the play in which Hayes was starring at the time, if she did not take her role in the film.
The file for the film in the MPAA/PCA Collection at the AMPAS Library indicates that in July 1934 the Hays Office informed M-G-M that it would reject the story because it indicated the "acceptance and condoning of adultery." One Hays Office official wrote, "An unsavory, sad and sickening tale is Vanessa. It is full of unhappiness and wrongs." The official also took issue with other aspects of the treatment, including "passionate kissing," the fact that "Vanessa" leaves her husband to live with her lover, and "Vanessa" entering "Benjie's" room dressed in a negligee. A PCA inter-office memo dated November 6, 1934 indicates that after Selznick met with PCA officials, he agreed to prepare a new script of the story, in which "Vanessa" was be "kept clean," meaning that any suggestion that she and Benjie were engaged in an adulterous affair would be eliminated. Selznick also agreed to the following: changing the word "mistress" in the opening title to another expression, such as "light o' love"; to play the character of Oscar Wilde straight, "without any possible suggestion the character is that of a pervert"; and to eliminate the discussion about the "Jews being now popular in English society."
According to a biography of Selznick, Hayes was not at all surprised when PCA official Joseph Breen expressed his disapproval of the story, and told him "Mr. Breen, I wouldn't be at all surprised if you rejected this script on esthetic grounds. But I honestly don't see any reason in the world to turn it down for moral reasons." Following a preview screening of the film on January 24, 1935, Daily Variety, which listed the preview running time as 95 minutes, noted that it was overlong on several sequences that overemphasized the love story.