The film was first envisaged as a starring vehicle for Marcello Mastroianni and Kim Novak with Frank Perry directing.
Michel Legrand composed the first score for this film, but it was rejected in favor of a score by John Barry, aided by Don Walker. When it was first aired on U.S. television, the CBS network had Barry and Walker's score replaced with a completely new score by Stu Phillips.
Sidney Lumet agreed to do the movie for a chance to work with Carlo Di Palma. Lumet had had problems with color in film and wanted to learn from the DP of Red Desert (1964). Source: Making Movies by Lumet.