Caroline is to be wed to Sir Ralph and invites her sister Barbara to be her bridesmaid. Barbara seduces Ralph, and marries him herself, but, despite her new wealthy situation, she gets bored and turns to highway robbery for thrills. While on the road she meets a famous highwayman, Jerry Jackson, and they continue as a team, but some people begin suspecting her identity and she risks death if she continues her nefarious activities.
Michael Winner bought the rights from the Rank Organisation and took the film to Faye Dunaway, who agreed to star in the leading role. Winner then raised finance from the Cannon Group in February 1982. In March John Gielgud and Alan Bates agreed to star and the budget was set at $15 million. Winner called the film "Bonnie and Clyde in the 17th century." In May Dunaway also announced she would make a second film for Cannon, Duet for One which would be directed by her then boyfriend Terry O'Neill along with Dede Allen. Menahem Golan of Cannon said that "stars who would never had worked with us before are now happy to sign. We pay them peanuts - but we give them big percentages. Faye, Alan and John were happy to sign for The Wicked Lady because they have 50% of the film. And we have small overheads, so they'll get their money."
Shooting
"This is the only film I've ever enjoyed making," said Dunaway on set. "Everything I've done in the past has been so full of anguish,, though that's partly my fault, I'm sure." She said the film " came at the right time for me. I needed something light after making Mommie Dearest,' which was decidedly harrowing." The actor Mark Burns appeared in The Wicked Lady as King Charles II, but during the filming director Michael Winner could not afford to pay him even the Equity union minimum fee. Burns told him to make a donation to the Police Memorial Trust, which was run by Winner. Years later, when Burns appeared at a magistrate's court on a charge of speeding, Winner, appearing as a character witness, told the bench that the actor had given "his entire fee" for a major film to the fund and Burns was subsequently discharged.
Censorship
The film included a scene where Faye Dunaway's character has a whip fight with Jackson's Girl. The British censor insisted this scene be cut before the film was given an X certificate. Winner got various colleagues to watch the film and write letters of protest to the censor in support of the film and the scene. These included Derek Malcolm, Kingsley Amis, Lindsay Anderson, and Fay Weldon. Winner's appeal was successful and the film was released uncut.
