Trivia

Barbra Streisand did not want James Caan to douse her with the talcum powder. She feared the powder was toxic and, when breathed in, would coat her lungs. Caan agreed to hold back, but when cameras were rolling he hit her with it anyway. The scene was only filmed once, and both stars got a big laugh of it.

Barbra Streisand was considering Robert Blake for the role of Billy Rose, whom he resembled more than James Caan. Streisand had Blake come to her house and read the script with her. After the read-through, an impressed Streisand asked Blake if he'd like to do the part. "I just did," said Blake, miffed that he had been made to audition. He walked out of Streisand's house, and the role was given to Caan.

Producer Ray Stark was forced to sue Barbra Streisand to make this movie after she refused; Streisand had only one film left on her contract with him. Reportedly, upon completion of filming, she presented him with a mirror on which she'd written in lipstick, "Paid in full."

The scene where Fanny's character is in the train station was filmed in the old Oakland Central Station in downtown Oakland, California, which at the time of filming, was still in use by Amtrak, and still looked remarkably like it did in the 1940s. The Central Station was shut down after sustaining damage during the 1989 Loma Prieta earthquake, although the building still stands, and can be enjoyed from the exterior for its Beaux-Arts architectural styling, and glimpses of what is left of the inside splendor can still be had by looking through the windows.

Eleanor Holm lent her name to the production, on the condition the actress portraying her would have no lines (and, aside from some pleasantries and one exclamation, she doesn't). "What I objected to," Holm told Streisand biographer James Spada, "was all that talk between Fanny and Billy, particularly the line 'How much did she take you for?' I left that marriage with nothing, I just wanted out. Fanny never caught us together, either. Maybe she did take a plane to see Billy, but she for sure didn't walk in and catch us in that kip!"