For Eleanor Powell's dance rendition of the song "Oh, Lady Be Good!", MGM auditioned several dogs, but none were able to do the required tricks. Finally, Powell bought a dog from a prop man and trained it herself for several weeks so that the dance could be done as she wanted.
Originally, any song that appeared in a film was eligible for the Best Song Academy Award. However, Jerome Kern voiced his disapproval after he and Oscar Hammerstein II won for "The Last Time I Saw Paris," a song the duo wrote not for this film, but in heartfelt response to the news that the Nazis has occupied the beloved European capital. It wasn't until several months after its publication that producer Arthur Freed heard the tune and purchased the rights to interpolate it into the film. Kern would be influential in the Academy's ruling that only original songs composed expressly for a film would be eligible for the Best Song Oscar.
Original director Busby Berkeley was replaced during production by Norman Z. McLeod. Berkeley was kept to direct the musical numbers.
Busby Berkeley utilized a second camera in filming Eleanor Powell's epic dance routine to "Fascinating Rhythm" that tracked the intricate backstage maneuvering by MGM's crew as they detached piece after piece of the mammoth set to enable the camera to capture the staging in one uninterrupted take. This behind-the-scenes footage, which illustrates the inner workings of a major Hollywood studio in pulling off a showstopper, is included in the documentary That's Entertainment! III (1994).
The title of this film was used for the ill-fated WWII Air Force B-24D bomber the "Lady Be Good", which disappeared over the Libyan desert on April 5, 1943, after overflying their air base in a sandstorm. The wreckage of the plane was found 15 years later in 1958 at which point it was discovered that the crew had parachuted out of the plane and had attempted to walk across the desert to safety. The remains of the crew were found two years later in 1960.