A pre-production title for this film was More Lives of a Bengal Lancer. Paramount purchased the rights to Francis Yeats-Brown's novel before it was published. The Var review states that only the locale and title of the novel were retained in the film. The opening credits on the viewed print make "grateful acknowledgment" to Lieut. Col. W. E. Wynn, O.B.E: p.s.c., formerly of the Seventh Bengal Lancers, and Capt. Rochfort John, formerly of the Royal Engineers, for technical advice and supervision. According to a Jan 1932 NYT article, filmmaker Ernest B. Schoedsack returned from India after three months' shooting on this film. He, his wife, brother, a cameraman and several assistants spent six weeks on the northwest frontier, where, with the aid of British military authorities, he was able to send "thousands of feet of film back with a fine assortment of interesting stills." Although Schoedsack most likely directed the shooting of footage in India, the Var review for the film credits him with photography. During Schoedsack's sojourn in India, there was a lull in the tribal wars among the Moslem Pathans, a group of tribes that includes the Afridis, who are characterized in the film. In the article, Schoedsack describes the Afridis as the "most warlike of the tribes...big, powerfully built men." According to Schoedsack, the Bengal Lancers with whom author Yeats-Brown served had merged with the Indian cavalry by 1932 and no longer used the name. Schoedsack shot scenes of villages and the rifle factory of the Afridis.
       A Production chart in the 2 Apr 1932 Hollywood Filmograph lists the film as in preparation with Clive Brook and Phillips Holmes in the leading roles, John Cromwell and Ernest B. Schoedsack as directors, Rex Wimpy as assistant director, and with a script by Albert S. Le Vino [AKA Albert Levino] and Sidney Buchman.
       A news item in HR on 31 Jul 1933 stated that Lawrence Stallings had been offered a job refurbishing the screenplay for this film. A HR news item on 4 Aug 1933 states that Waldemar Young and Achmed Abdullah (who are credited on the screen) were working on the script. It is unclear what contribution Stallings made to the final screenplay. According to a modern source, Yeats-Brown and Maxwell Anderson contributed to the script. On 14 Oct 1933, FD reported that Stephen Roberts would direct the film, although Henry Hathaway replaced him. According to an Oct 1934 NYT article, Paramount sent 300 cast and crew members on location to the Sierra Mountain town of Independence, CA, where it recruited one hundred Piute Indians from nearby reservations, Hindu fruit pickers from the Napa Valley, and country ranchers from Inyo. According to a DV news item on 12 Jul 1934, five hundred Hindu olive pickers were recruited in the Imperial Valley and around Oxnard, CA, to play Afridi tribesmen and lancers for battle sequences. A NYT article on 28 Jun 1936 reported that the Hindu were unable to eat the lunches provided by Paramount because they reportedly ate only curry made by a person of the right caste. Cantonement scenes involving 450 men were shot on the Paramount ranch, fifty miles from the studio, according to the same article. In Sep 1934, location shooting took place at Lone Pine, CA; and in mid-Oct in Chatsworth, CA. Retakes were taken in Malibu, CA in early Dec 1934.
       A HR news item on 31 Jul 1933 states that Claudette Colbert and Richard Arlen (as "Lieutenant Stone") were to be in the cast; however, they did not appear in the final film. According to a HR news item on 5 Oct 1933, Douglas Fairbanks, Jr. had to turn down a role in this film due to his prior commitment to Catherine the Great (see above). DV news items in Jul and Aug 1934 give the following information on casting: Cary Grant, Ronald Coleman and Ray Milland were considered for roles in the film, but were not cast, and Henry Wilcoxon was initially cast as "Lieutenant Forsythe," but after reportedly being dissatisfied with the role, was replaced by Franchot Tone. The official reason, according to DV, for Wilcoxon's departure was that he had a scheduling conflict with Cecil B. DeMille's production of The Crusades (see above). Four days of retakes with Tone were necessary. (According to a modern source, the sets from this film were retained and used with minor alterations for The Crusades.) According to a script dated 22 Sep 1934 in the Paramount Script Collection at the AMPAS Library, at that point in the production, Fredric March had been cast as "Lieutenant Post" and Clive Brook as "Major Hamilton." (In the script, March was billed second, after Gary Cooper, suggesting that the character of "Lieutenant Post" became "Lieutenant Forsythe.") Neither March nor Brook were in the final cast.
       According to a DV news item on 4 Mar 1935, the film was screened for the king and queen of England on 2 Mar 1935, and reportedly was one of the few films seen by the couple in many years. According to news items in HR, the film was a major success in England and Vienna. On 8 Mar 1935, DV reported that the picture had been classified by German censors for screening on national holidays, making an exception to a law that banned regular runs of pictures on holidays. A news item in DV on 24 Apr 1935 states that the film had been banned by Chinese censors because it "depicts the British downtrodding of Oriental races." According to a HR news item, despite Chinese censors' fear that the film would have a negative effect on Mohammedans, it was passed for exhibition in late Jan 1936.
       Clem Beauchamp and Paul Wing received a 1935 Academy Award for Best Assistant Direction. The film was also nominated for Best Picture, Directing, Screenplay, Interior Decoration, Film Editing, and Franklin Hansen was nominated for Sound Recording. The film was voted one of the ten best of 1935 by FD's nationwide poll of critics. In 1936, the Hollywood Foreign Press Society voted to give this film one of its awards.