For more than twenty years director John Huston was interested in filming The Man Who Would Be King, a short story by Rudyard Kipling that Huston read when he was fourteen. On 9 Jul 1954, a DV news item stated that Huston would make the film for Allied Artists and, according to an undated Var news item published circa 1955 in the film’s file at AMPAS Library, Huston planned to begin principal photography between Nov 1955 and Jan 1956 in India and was negotiating to film in the Todd-AO process. On 17 Jul 1959, a DV article reported that Huston would direct the film in India for Universal-International from a screenplay by himself and Aeneas MacKenzie. The same article reported that previously, in Oct 1958, Huston had announced his acquisition of the film rights and planned to shoot the film independently in Afghanistan. Although none of the above news items mentioned cast members, a 22 Mar 1968 DV news item reported that Humphrey Bogart was considering the project before he died. In a 1975 documentary found in the added content materials of the DVD release of the film, Huston stated that he had Clark Gable in mind for the role opposite Bogart, but both actors died (Bogart in 1957 and Gable in 1960) before the film could be made.
       According to a 12 Aug 1964 HR news item, producer Ray Stark of Seven Arts signed actor Richard Burton for the film, which Paramount planned to release. A 28 Oct 1964 HR news item added that Stark hired scriptwriter Anthony Veillor, who had written the screenplay for a 1964 Seven Arts production that Huston directed, The Night of the Iguana (see entry). Although a HCN news item reported that Marlon Brando would also star in the film opposite Burton, several other actors were considered for the role. A 22 Mar 1968 DV news item reported that a few years earlier Rod Taylor had been cast, and modern sources reported that Michael Caine, Peter O’Toole and Frank Sinatra had been considered as Burton’s co-stars. Modern sources also stated that at some point the combination of Burt Lancaster and Kirk Douglas was considered. A 19 Jul 1965 HR news item reported that Huston postponed the start date from Jan 1966 to Jan 1967 to await Burton’s availability.
       8 Sep 1967 HR and 13 Sep 1967 Var news items reported that Warner Bros.-Seven Arts had acquired the film rights, and that the picture was considered “the most important acquisition” of the new company. A 22 Mar 1968 DV news item announced that Martin Ritt would produce and direct the film from Veillor’s script for Warner Bros.-Seven Arts, but on 13 Nov 1968, an HR news item reported that Ritt was leaving the project. An 8 Aug 1973 Var news item reported that Huston was again set to direct, and that producer John Foreman and actor Paul Newman were interested in the project. Modern sources stated that Huston was considering re-teaming Newman and Robert Redford, who was Newman’s co-star in Butch Cassidy and the Sundance Kid (1969) and The Sting (1973).
       In a 12 Dec 1974 DV and other news items, Allied Artists and Columbia announced that the studios would jointly produce and distribute The Man Who Would Be King, which would star Connery and Caine (“Peachy Carnahan”), and would be directed by Huston from a script that Huston and his long-time assistant, Gladys Hill, wrote. Although a 27 Jan 1975HR news item reported that Barbara Parkins would appear in the film, and a 2 Mar 1975 LAT article reported that Tessa Dahl, the daughter of actress Patricia O’Neal, was cast as the “princess,” the only female role in the film was portrayed by Shakira Caine (“Roxanne”), wife of Caine. Christopher Plummer was cast as “Rudyard Kipling.”
       As noted in the end credits, the film was shot on location in Morocco and on the Grande Montée, Chamonix, France, and was completed at Pinewood Studios, London. A 10 Jan 1975 DV news item reported that filming began in Marrakesh, Morocco, where, according to studio publicity materials, the Marrakesh Railway Station served as the story’s Lahore station, and an open square was used to film a market sequence. The publicity materials reported that approximately thirty locations were used in the film around the Marrakesh and Ouazarzate areas. The village of Tagadirt-el-Bour was used as the Kafiri village, Er-Heb, and the battle sequence between the Er-Heb and Bashkai was shot at Tifoultout near Ouazarzate. Another location site mentioned in publicity materials was Gorges du Todra at Tinghir, which served as the Khyber Pass. The caravan procession was shot at Ait Benhaddou, and Tanahoute was used to depict the Holy City of Sikandergul. According to a 10 Mar 1975 HR news item, the Moroccan government cut production costs by building a two-mile road through the Atlas Mountains for the filmmakers that could later be used by local inhabitants.
       According to a 2 Mar 1975 LAT article, a twelve-week shooting schedule was planned and 500 local people were used as extras. The 1975 documentary found on the film’s DVD release reported that Karroom Ben Bouih, who marked his only film appearance as the high priest, “Kafu Selim,” was a local night watchman and approximately one hundred years old. The same documentary reported that the rope bridge in the story took about six weeks to build, and that during the sequence when the bridge was severed, Connery performed his own stunt by dropping about seventy to eighty feet and landing on cardboard boxes and foam rubber pads.
       The picture closely follows Kipling’s original short story, although Huston enhanced the Masonic theme for the film. Another change made by Huston and Hill was the character played by Plummer, who in the short story was not given a name, but, like the real Kipling during his early career, worked for a small newspaper in Lahore. At the end of the short story, Peachy does not leave Daniel’s head with the reporter, but takes it with him, then dies a few days later without the head in his possession. The lyrics to the hymn by Reginald Heber, “The Son of God Goes Forth To War,” is sung by Daniel several times in the film and also appears in Kipling’s story. In the film, the words are sung to the tune of a traditional Irish melody, “The Moreen,” which is better known as “The Minstrel Boy.” The tune is a major theme in the soundtrack and is heard intermittently throughout the film.
       A 24 Jan 1978 DV article reported that Caine and Connery filed suit against Allied Artists, seeking $109,000 each. They maintained that they were each due five percent of the gross profits from the film, but had only received $301,254 of the $410,400 total. According to a 5 Jul 1978 DV article, Allied responded with a counterclaim suit of $21,500 for defamation of character. In a 1 Aug 1978 DV article, Caine stated that he and Connery had resolved their differences with Allied and, although no monetary figure was mentioned, the article reported that it was understood that the actors received a “substantial portion of the sums they claimed they were owed.”
       The Man Who Would Be King was nominated for four Academy Awards (Art Direction-Set Decoration, Costume Design, Film Editing and Writing-Screenplay Adapted from Other Materials). Maurice Jarre was nominated for a Golden Globe for Best Original Score-Motion Picture, and Huston and Gladys Hill were nominated by the WGA for Best Drama Adapted from Another Medium.
      A working title of the film was The Man Who Would Be Alexander. Voice-over narration by Michael Caine as “Peachy Carnehan” is heard intermittently throughout the film. The end credits include a statement of thanks to King Hassan II and the government of Morocco for their cooperation during production. Although copyright records for the film list Columbia Pictures as the claimant, an onscreen copyright notice lists Devon Company.