Bette Davis had originally wanted Laurence Olivier for the role of Lord Essex, claiming that Errol Flynn could not speak blank verse well. She remained extremely upset about this through the entire filming, and Flynn and Davis never worked again together in a film. According to Olivia de Havilland, she and Davis screened the film again a short while before Davis suffered four strokes in 1983. At film's end, Davis turned to de Havilland and declared that she had been wrong about Flynn, and that he had given a fine performance as Essex.
Bette Davis (31 at the time the movie was made) was less than half the age of Queen Elizabeth was at the time of the events of the film. Queen Elizabeth was 63 in 1596. Errol Flynn was only one year younger than she, although Essex was 32 years younger than Elizabeth.
Errol Flynn and Bette Davis disliked each other, and when Elizabeth slaps Essex in front of the entire court, Davis hauled off and unexpectedly belted Flynn for real during a dress rehearsal, a blow that brought stars to his eyes. Flynn described in his autobiography that he had decided that if Davis hit him during filming, he would have to hit her back. However, she did not really hit him in the take that ended up in the final version of the film.
As well as shaving two inches off her hairline at the forehead, Bette Davis also had her eyebrows removed. She later complained that they never grew back properly and that ever after she had to draw them in with an eyebrow pencil.
In the film, Olivia De Havilland portrays Lady Penelope as a lady-in-waiting to the queen with a schoolgirl crush on Lord Essex. In reality however, Lady Penelope was Lord Essex's sister.