Actor Ronald Colman agreed to play the role of Sydney Carton with the sole condition that he not also be required to play the role of Charles Darnay, as was usually expected in adaptations of the Dickens novel. The plot of 'A Tale of Two Cities' turns on the physical resemblance between the two characters. Colman had long wanted to play Sydney Carton, and was even willing to shave off his beloved mustache to play the part.
This was David O. Selznick's last film for MGM before his left to form his own production company with John Hay Whitney. He was able to fund his own studio afterwards largely on the strength of this film's box office receipts.
The storming of the Bastille was actually directed by Val Lewton and Jacques Tourneur, a partnership that would later go on to make such horror classics as Cat People (1942) and I Walked with a Zombie (1943).
The fourth film version of the novel, previously made in 1911, 1917 and 1922.
This marked the last time that Ronald Colman agreed to shave his trademark mustache for a film.