Jane Russell got the role after a nationwide search by Howard Hughes for a busty actress.
Howard Hawks started as director but quit after two weeks, ostensibly to direct Sergeant York (1941). However, Howard Hughes, who had the dailies flown to Los Angeles daily, had complained that Hawks was not spending enough time filming, which probably precipitated his leaving. Hughes took over as director in December 1940 and announced all scenes would be re-shot by Gregg Toland, who replaced the original cinematographer, Lucien Ballard. However, screenwriter Jules Furthman filled in for Hughes as director on 31 December 1940 and often thereafter.
This film seriously hampered the career of co-star Jack Buetel. As a result of his contractual arrangement with producer Howard Hughes, he did not appear in another film for seven years. Though a regular on TV's Judge Roy Bean (1955) and quite a few other roles, he retired from films in 1961 at age 46.
Once they'd found Jane Russell, Howard Hughes and his aircraft engineers designed a special cantilevered bra to enhance the appearance of her bust. She never wore it, but this movie was the reason the famous bra was designed.
In his book "Hollywood", Garson Kanin wrote that one day in New York, he and George S. Kaufman were walking down Broadway and counted five billboards with an alluring picture of Jane Russell advertising this film, prompting Kaufman to remark: "They ought to call it 'A Sale of Two Titties'".
Howard Hawks wanted Albert R. Broccoli to work as an assistant director on the film, but when Howard Hughes heard it he said: "I can't give a good friend a job, the studio will be very upset with me!" But Hawks replied: "I want Cubby!" (Albert R "Cubby" Broccoli, who later became famous for the 'James Bond' films).
The first American film that defied the "Production Code" of the Hays Office, which dictated what could and could not be shown on screen.
Although the film was finished and copyrighted in February 1941, it was not shown theatrically for another two years, mostly because of censorship problems that required cuts and revisions. By May 1941 the Production Code Authority (PCA; the industry censors) agreed to approve the film, but Howard Hughes found that many state censor boards wanted a lot more cuts then he was willing to make, so he shelved the film until 5 February 1943, when it was finally shown theatrically in San Francisco in the 115-minute version that we essentially see today. It caused quite a sensation, especially since Jane Russell and Jack Buetel performed a 20-minute scene that was cut from the film after each showing. More hassles about its possible release in New York caused Hughes to shelve the picture once again.
When re-released in San Francisco on 23 April 1946, the theater owner was arrested for showing a film "offensive to decency." The MPAA maintained that Howard Hughes switched prints and did not show the version that was approved. Hughes resigned from the MPAA and filed a $1,000,000 lawsuit demanding triple damages. He lost the suit and all the appeals. Despite the legal battles and many bans, United Artists continued to roadshow the film in 1946 and 1947 and it set records almost everywhere it was shown. Originally banned in New York, it was finally shown on 11 September 1947 when the ban was lifted.
Arthur Loft is credited as "Swanson" in studio records, but that role was played by Edward Peil Sr., and Loft was not seen in the movie. Modern sources also list the following actors (with their character names) as cast members: Nina Quartero (Chita), Frank Darien (Shorty), Carl Stockdale (Minister), Ed Brady (Deputy), Dick Elliott (Salesman) and John Sheehan (Salesman). None of these actors were identifiable in the movie, but may have been in sequences which were cut. Some of these characters may have been in a coach, which is seen coming to town in extreme long-shot.
Photo 34 is a Mexico 1946 half-sheet poster titled "El Proscrito" and has artwork-rendering in the upper-left corner of Jack Buetel and Jane Russell. But the inset still near the middle is from "PRC's 1946 "Romance of the West" and shown are Chief Thundercloud, Jay Silverheels, Matty Roubert and a couple of other Indians, Jack O'Shea and barely-seen Eddie Dean in the background behind the jail-cell bars. None of these actors, of course, were in "The Outlaw"
The film cast includes three Oscar winners: Walter Huston, Thomas Mitchell and Ben Johnson.