Pressburger originally wrote the screenplay for Alexander Korda as a vehicle for Korda's future wife Merle Oberon. After some years had passed without the film being made, Powell and Pressburger rewrote the screenplay, including more emphasis on dancing, and produced it themselves.
Powell and Pressburger decided early on that they had to use dancers who could act rather than actors who could dance a bit. To create a realistic feeling of a ballet company at work, and to be able to include a fifteen-minute ballet as the high point of the film, they created their own ballet company using many dancers from The Royal Ballet. The principal dancers were Robert Helpmann (who also choreographed the main ballet), Léonide Massine (who also choreographed the role of The Shoemaker), Ludmilla Tchérina and Moira Shearer.