According to a 30 Aug 1961 Var item, motion picture rights to Harold Robbins’s bestselling novel The Carpetbaggers were initially owned by entertainment executive Matthew M. Fox. The project was rumored to be the first of four films produced by singer-actor Eddie Fisher for Warner Bros. Pictures, and an earlier DV report from 7 Jul 1961 claimed that Fisher’s then-wife, actress Elizabeth Taylor, would co-star alongside Rock Hudson. When Fisher’s option expired, Fox decided to auction the novel for an asking price of $300,000. On 8 Sep 1961, DV announced that rights had been acquired by Joseph E. Levine of Embassy Pictures. Planning a lavish production, Levine told the 31 Jan 1962 Var that the budget would likely exceed $5 million. The 3 Oct 1962 Var explained that this arrangement was made possible by Paramount Pictures, which agreed to cover negative costs in exchange for worldwide distribution rights. A 25 Sep 1962 DV news story indicated that the studio had also allocated an advertising budget of $1 million.
       The 16 Jul 1962 DV indicated that Levine met with Joseph L. Mankiewicz before Edward Dmytryk was signed as the film’s director.
       Once John Michael Hayes completed work on the screenplay, casting began in the spring of 1963. Although a 22 Sep 1961 DV brief claimed Robert Stack was interested in playing “Jonas Cord, Jr.,” the leading role eventually went to George Peppard. Various DV casting announcements during the spring and early summer reported the names of several actors in consideration to star, including Eddie Albert as “Dan Pierce,” Jerry Van Dyke as “Buzz Dalton,” Anne Francis as “Jennie Denton,” Suzanne Pleshette, Stella Stevens, Ray Milland, and Arthur O’Connell. The 10 Jun 1963 edition claimed that singer Nat King Cole was once attached for the role of “Jedediah,” but dropped out to fulfill prior nightclub commitments. Similarly, the 31 Jul 1963 Var indicated Tony Bill was replaced by Tom Lowell due to scheduling conflicts. Additional casting announcements listed performers whose involvement could not be confirmed, or may have been uncredited: David Bailey, Larry Barton, Ruth Packard, Sue Casey, Kathleen Gately, James Sikking, and Fred Zendar. According to the 24 Jul 1963 Var, dialogue coach Frank London also appeared onscreen in a non-speaking role. Items in the 21 Aug 1963 Var and 22 Aug 1963 DV stated that radio-television personality Virginia Graham, and disc jockeys Gene Week and Roger Christian of the Los Angeles, CA-area radio station KFWB, were selected to play radio reporters in the film.
       Principal photography began in mid-Jun 1963, although contemporary sources offered conflicting information regarding the exact date. The 10 Jun 1963 DV announced that the unit had arrived for two days of location shooting in the Mojave Desert town of Boron, CA, while a 14 Jun 1963 DV production chart and LAT story claimed filming did not begin until 11 Jun or 13 Jun, respectively. Interior shooting took place on the Paramount studio lot in Hollywood, CA, and additional scenes were reportedly filmed in Pasadena, CA. The 7 Aug 1963 Var announced that principal photography was scheduled to conclude on 28 Aug 1963. Despite Levine’s initial estimates, the 8 Aug 1963 DV listed a budget closer to $3.5 million. According to a 13 Jun 1963 LAT brief, Carroll Baker’s wardrobe alone cost $40,000.
       The 23 Jul 1963 DV noted that men’s fashion retailer Sy Devore contributed to the costumes.
       As The Carpetbaggers entered post-production, filmmakers encountered complications depicting the excessive sex, nudity, and sadism of Robbins’s original novel. Although the 19 Dec 1962 NYT suggested that Production Code Administrator Geoffrey M. Sherlock reviewed the finished script before the start of production, the film received extensive publicity for a nude scene featuring Carroll Baker. In a 14 Jun 1964 interview with the NYT, Baker described the sequence, in which “Rina Marlowe” sits alone at her bedroom vanity after bathing. She claimed it was her idea to shoot the scene in the nude, and defended the choice by asserting that her character would not have worn a robe. The 25 Aug 1963 LAT stated that the scene was filmed on a closed set with a limited crew.
       Public and industry disapproval sparked a broader debate about the content being presented in films, and whether Paramount would oppose the censors and withdraw from the Motion Picture Association of America (MPAA), as United Artists (UA) had done to release The Man with the Golden Arm (1955, see entry) without a Code Seal. However, on 15 Oct 1963, NYT reported that Levine had decided to back down, and would remove all nudity from the cut submitted to the MPAA for review. A few weeks later, the 8 Nov 1963 DV confirmed that Levine had obtained the PCA’s seal of approval by substituting alternate angles that obscured any nudity.
       According to an 8 Apr 1964 Var article, a special engagement in Denver, CO, was set to launch the following day with a $50,000 premiere event at the Paramount Theatre. The studio spent the next few months rolling out an extensive publicity campaign before the West Coast premiere on 4 Jun 1964. A Var item published that day revealed that the gala took place at Hollywood’s Grauman’s Chinese Theatre, which began regular bookings the morning of 5 Jun 1964. The release was then set to expand to 400 venues around the country over the next two months, some of which featured 70mm presentations. The film was a box-office success, as the 9 Jul 1964 NYT reported earnings of $1,612,428 from twenty-three New York City area theaters since its local debut on 1 Jul 1964.
       The Carpetbaggers marked the final feature film of actor Alan Ladd, who died on 29 Jan 1964. Before production even began, the 1 Feb 1963 LAT announced that Levine intended to reunite with John Michael Hayes to develop Nevada Smith, a prequel about Ladd’s character of the same name, which was released in 1966 with Steve McQueen in the title role (see entry).