Development began under the working title King of the Mountain. According to a 24 Sep 1962 DV news item, Rock Hudson was originally considered for the role of smalltime confidence man “Freddy Benson” opposite Cary Grant’s sophisticated, more seasoned criminal, “Lawrence Jamison.” When Grant was unavailable, Universal Pictures considered having Hudson play the older character, with Warren Beatty stepping in as his co-star. However, the roles eventually went to Marlon Brando and David Niven, with many contemporary sources noting that the picture marked Brando’s first foray into comedy.
       Once the two leads were secured, the search began for a female co-star. Several DV items named Mitzi Gaynor, Hope Lange, Angie Dickinson, and Sheila MacRae among the possible contenders before Shirley Jones joined the cast. Casting announcements throughout the spring and summer also noted the inclusion of Jan Moriarty, Danica D’Hondt, Beverly St. Lawrence, and Ron Waller, but their participation could not be confirmed.
       According to items in the 17 Jul 1962 and 10 Aug 1962 DV, original plans to shoot primarily on locations in Europe were renegotiated to accommodate Brando’s request to remain in Hollywood. However, some exteriors still needed to be shot in France, and a 29 Mar 1963 DV brief announced that first-time feature film director Ralph Levy had departed for Southern France to scout locations with members of the technical crew, including script supervisor Robert Forrest.
       Principal photography began 16 Apr 1963, as reported in a DV production chart three days later. Briefs in the 3 May 1963 and 17 May 1963 DV stated that the unit spent a total of twelve days in the French Riviera before returning to the studio backlot in Universal City, CA, for the remainder of the shooting schedule. Just a few days later, however, Brando fell ill on the set and was hospitalized for what the 12 May 1963 LAT referred to as a “virus condition.” Subsequent sources, including a 29 May 1963 DV report, revealed that Brando suffered from a recurring kidney ailment, and his temporary incapacitation threatened to stall completion of his remaining scenes. The following month, the 28 Jun 1963 DV indicated that Brando had long since resumed work and was shooting a scene on location in Malibu, CA. According to an 18 Jul 1963 DV article, principal photography concluded the evening of 16 Jul 1963, and the next day, Brando returned to the hospital.
       Articles in the 17 May 1963 and 29 May 1963 LAT suggested that the value of the Cartier jewels worn by Shirley Jones and Marie Windsor in the film exceeded $3 million.
       On 18 Sep 1963, DV reported that Universal was considering a new title, as King of the Mountain did not test well with focus groups, and the change to Bedtime Story was officially announced in the 1 Oct 1963 issue. A 3 Jun 1964 Var brief reported that Fawcett Publications’ Gold Medal Books would release a paperback tie-in to promote the film’s release.
       Bedtime Story launched an exclusive two-week run at the RKO Palace Theatre in New York City on 10 Jun 1964. According to the 27 May 1964 DV, a three-week “Premiere Showcase” was set to follow before distribution was expanded to other key cities that Jun. Although national release was scheduled for Jul 1964, the picture did not open in Los Angeles until a month later, when it began an engagement at the Fox Wilshire Theater on 14 Aug 1964.
       Bedtime Story marked the motion picture debut of actress Dody Goodman, who had appeared in many Broadway shows since the early 1940s.
       The film provided the basis for the 1988 Orion Pictures release Dirty Rotten Scoundrels (see entry), directed by Frank Oz and starring Steve Martin and Michael Caine. That film, in turn, was adapted into a Broadway musical of the same name, starring John Lithgow. The musical opened in New York City on 3 Mar 2005.