Because of numerous, repeated objections made by the Hays Office, the film's screenplay underwent many fundamental changes during its creation, as documented by files in the MPAA/PCA Collection at the AMPAS Library. In early drafts of the script, the character of Ann marries Captain Resnick, bears his child and separates from him. While still legally married to Resnick, she then has an affair with married Barney Dolphin and becomes pregnant by him, but asks Resnick to return to her so that her second child will be legitimate. In a letter dated 5 May 1933, Joseph I. Breen, Public Relations Director of the Hays Office, objected strenuously to the fact that Ann "co-habits with two men...and has a child by each of them, but maintains this illicit relation with one of the characters, who is married, while she, herself, is the wife of another man." This plot point, Breen argued, fit "in well with Mr. [Will] Hays' characterization of the plot of another picture recently produced--'progressive prostitution.' Breen also stated that the story was "definitely in violation of that portion of our Code which prohibits themes 'tending to destroy the sanctity of marriage.'" Although producer Merian C. Cooper resisted acting on these complaints, he and the studio finally agreed to make certain changes after weeks of meetings with the Hays Office. The most significant change involved eliminating Ann's first marriage and having her instead be the object of seduction. According to Dr. James Wingate, Director of Studio Relations of the AMPP, this change was initiated because "where both parties to any adultery are married, the offense is more serious than if only one of the adulterers is married." In addition, the Hays Office expressed concern that no reference to abortion be included in the film. Although the studio gave in to some of the Hays Office recommendations, RKO executive B. B. Kahane said no to the suggestion that adultery be denounced by Ann in the dialogue. As the scenes play in the final film, the purpose of Ann's trip to Havana, to have her baby or an abortion, is ambiguous. Reviewers conclude that Ann "lost" her baby in childbirth, although one critic adds that the death as presented is "mysterious." In late 1935 and in early 1937, RKO contemplated re-releasing Ann Vickers but was informed by the PCA that no production code certificate would be issued because of the film's attitudes toward adultery.
       RKO borrowed Walter Huston from M-G-M for this production. A May 1935 HR news item stated that Ann Harding was to play opposite Walter Huston in the picture. HR news items add Kitty Kelly and Robert Benchley to the cast, but their participation in the final film is doubtful. Although Ferdinand Gottschalk is listed in studio production files as playing "Dr. Slenk," Murray Kinnell is credited onscreen in the role. It is not known if he Gottschalk played another role in the final film. Studio production files indicate that Sarah Padden played her role in black face. The total budget of the film, as reported in production files, was $317,476. According to modern sources, additional cast members include Geneva Mitchell (Leah Burbaum), Frederic Santley (Sam, reform assistant) and Larry Steers (Prosecutor).