In June 1931, MGM production supervisor Irving Thalberg offered Browning the opportunity to direct Arsène Lupin with John Barrymore. Browning declined, preferring to develop Freaks, a project he had started as early as 1927; Browning had worked with a traveling carnival prior to becoming a filmmaker. Screenwriters Willis Goldbeck and Elliott Clawson were assigned to the project at Browning's request. Leon Gordon, Edgar Allan Woolf, Al Boasberg and an uncredited Charles MacArthur would also contribute to the script. The script was shaped over five months. Little of the original story was retained beyond the marriage between a dwarf and an average-sized woman and their wedding feast, and the setting—originally France—was relocated to the United States. Both Thalberg and Harry Rapf served as uncredited co-producers on the film.
In June 1931, MGM production supervisor Irving Thalberg offered Browning the opportunity to direct Arsène Lupin with John Barrymore. Browning declined, preferring to develop Freaks, a project he had started as early as 1927; Browning had worked with a traveling carnival prior to becoming a filmmaker. Screenwriters Willis Goldbeck and Elliott Clawson were assigned to the project at Browning's request. Leon Gordon, Edgar Allan Woolf, Al Boasberg and an uncredited Charles MacArthur would also contribute to the script. The script was shaped over five months. Little of the original story was retained beyond the marriage between a dwarf and an average-sized woman and their wedding feast, and the setting—originally France—was relocated to the United States. Both Thalberg and Harry Rapf served as uncredited co-producers on the film.