Jean Arthur was considered to replace the deceased Harlow in "Saratoga", but a new format was developed.

Joan Crawford was initially announced to play Carol Clayton, the horse breeder's daughter who falls for a bookie, opposite Clark Gable.

Harlow died with the film about 90% completed, and her remaining scenes were shot with body double Mary Dees and voice double Paula Winslowe. MGM considered scrapping Harlow's footage and re-casting with Jean Arthur or Virginia Bruce, but the reaction at a preview and fan mail changed their minds.