A year before his death in 1963, Ian Fleming, agreed to an out-of-court settlement with Kevin McClory and Jack Whittingham to bring to an end the lengthy litigation surrounding the novel Thunderball. On Tuesday 26 November, the complex copyright wrangles came before Mr Justice Ungoed-Thomas and in the aftermath, McClory walked away with an additional credit on all subsequent reprints of the novel and, more importantly, retained the film rights.

McClory immediately set to work trying to stage his own big screen version of the story. On 8 January 1964, The Daily Mail noted that McClory was apparently making tracks and made some fairly derogatory remarks about EON's 'official' entries - "Albert Broccoli and Harry Saltzman are following their two earlier Bond thrillers with Goldfinger, in which Bond plays a desperate life-or-death golf match. Kevin McClory is making Thunderball, in which a madman steals an H-bomb and holds the world to ransom."

McClory was even going so far as to claim that he had a partial cast in place, with three actors being targeted for Bond himself - McClory refused to name two of them, though it was known that Laurence Harvey, star of Room at the Top [1959] and The Manchurian Candidate [1962] was certainly in the frame. Much later, McClory was to admit that he was also pursuing Richard Burton.

McClory had long harboured the desire to direct Thunderball himself, though by entering into the agreement with EON, that was now out of the question. Broccoli again asked Guy Hamilton to direct, but he declined, feeling that he had done as much as he could with the character - he was, in fact, to return for three more Bond films in the 70s, Diamonds Are Forever, Live And Let Die and The Man With The Golden Gun. Fortunately, Terence Young was available and seems to overcome his difficulties with EON for he quickly accepted Saltzman and Broccoli's offer to return to the fold.

Sean Connery, of course, was set to return as Bond. Though he was becoming increasingly uneasy about the role, there was simply no-one at that time who could seriously replace him. Connery was professional enough to tow the party line, however, enthusing to Roderick Mann of The Daily Mail in February 1965 that "Thunderball is the best story of them all really" though there were some hints of his unease - "I think it could be better than the last one, but I can't see the cycle going on past that. Though I am signed to do two more - OHMSS and one other. But who knows? America seems to lap them up... My only grumble about the Bond films is that they don't tax one as an actor... I'd like to see someone else tackle Bond, I must say - though I think they'd be crazy to do it."

Nevertheless, on 16 February 1965, Connery duly turned up on the set in Paris to begin principal photography. He was joined by the latest Bond girl, Claudine Auger, who had won the role of Domino over some stiff competition. Broccoli's original choice had been Julie Christie who had impressed him with her performance in Billy Liar [1963]. But when he met her in person, he had been, allegedly, rather disappointed and turned his attentions instead on Raquel Welsh who he saw on the cover of the October 1964 issue of Life. Welsh, was offered the part, but Richard Zanuck lured her away to Twentieth Century Fox to appear in Fantastic Voyage [1965].

Faye Dunaway also came close to appearing as Domino and seemed set to sign on the dotted line until a misguided agent persuaded her to appear in the less-than-memorable The Happening [1967] instead. Saltzman and Broccoli went through a whole raft of less well known actresses in their search for Domino, including former Miss Italy Maria Grazia Buccella, Yvonne Monlaur, co-star of many a Hammer film, Maria Menzies and Gloria Paul. When former Miss France Auger was eventually cast, the script had to be rewritten partially to make Domino French instead of her original Italian - though as it turned out, her voice was eventually redubbed in post production anyway.

Bill Suitor, one of the pilots, was contracted to double for Bond during the short flight, though he refused to comply with Young's request that he make the flight without a crash helmet - this later forced Young to go back and shoot a hastily filmed insert shot of Bond putting on a crash helmet in front of an obviously back-projected Chateau.

The teaser originally ended with an impressive crane shot as the camera lifted off to follow Bond's escape in the Aston Martin DB5. The shot was cut, however, when it was felt that the high pressure stream of water fired at the pursuing villains would segue rather neatly with Maurice Binder's aquatic themed opening titles.

The production decamped to Bond's spiritual home at Pinewood Studios where EON set up office and prepared for the lengthy shoot in the Bahamas. The scenes at Shrublands, the health farm seen at the beginning of the film were shot first, followed by a trip to the Silverstone race track to shoot the DB5 in its dramatic chase with Count Lippe and Fiona Volpe. Young had momentary cause for alarm when, after the dramatic explosion that destroys Lippe's car, stunt man Bob Simmons was nowhere to be seen. Fortunately, Simmons had managed to bail out of the flaming car shortly before the explosion unseen by the rest of the crew.

Finally, the production upped sticks and headed for the rather more hospitable climes of Nassau. It was here that Kevin McClory's real contribution to the production was to be felt - a long time devotee of all water sports, McClory was able to advise the production on the best locations and was to help oversee the film's many underwater scenes.

The amount of sub-aquatic filming presented a unique challenge to production designer Ken Adam. Not only was he charged with designing all of the hardware, but also had to build sets underwater, something that had never been attempted before. He was assisted in the former task by Jordan Klein, a Miami based expert on mini-submarines who joined the Bond circus in Nassau to construct working models from Adam's designs.

The most impressive piece of nautical hardware was undoubtedly Largo's cruiser, Disco Volante, which was supposed to divide into two separate sections at a key moment. $500,000 of the budget was allocated to buying a hydrofoil, The Flying Fish, which Adam had picked up in Puerto Rico the previous December and it was converted into a working version of the Disco Volante. Klein and his team of engineers worked around the clock to complete the complex conversion.

On 22 March 1965, the Bond main unit arrived in Nassau where cast and crew alike luxuriated in the fine Caribbean weather - Martine Beswicke, who played Paula Kaplan, was even ordered to spend part of her working day topping up her suntan! More fun was had when the production restaged the traditional junkaroo festival, the parade that Bond escapes through. The real junkaroo is held on 26 December and enthusiastic locals were only to willing to give the celebrations a second run-through for the cameras.

There were more problems with sharks in the same sequence. A dead shark had been rigged on a line and was due to be towed through the pool to capture the scene where the fish pursues Bond to the very edge of the pool. John Stears, who was in charge of the film's special effects, was in the water with the supposedly deceased shark when it suddenly 'revived' - the fish had only been stunned and was none too pleased to wake up attached to a rope being dragged around by special effects men. Stears was dragged from the pool as the irate shark turned on the other fish and a feeding frenzy ensued.

Following these mishaps, it's perhaps no surprise to learn that stunt man Bill Cummings demanded a danger money fee of £250 before he allowed himself, doubling for Largo's sidekick Quist, to be dropped into the pool. Young himself escaped unscathed, but reported later that his wife refused to sleep with him for two weeks because he smelt so badly of fish!

Problems with sharks dealt with, the crew set off for Clifton Pier where the climactic underwater battle and several other scenes were to be staged. Ricou Browning, who had once been best-known as The Creature From the Black Lagoon [1954], was drafted in to oversee the sub-aquatic shooting. Browning had earned a reputation in Hollywood for being the leading expert in underwater filming and was contracted to choreograph and stage the many battle scenes beneath the Disco Volante.

Stears, who was charged with rigging the explosion, only took possession of the fuel the night before the stunt was due to be filmed and had no idea just how volatile the substance was. Stears doused the former Flying Fish in the fuel and the crew retired to a safe distance. But when the fuel was detonated no-one expected the results they got - the explosion was tremendous, so great in fact that it lifted the boat clean out of the water and shattered windows in Bay Street, 30 miles away! Stears was to win an Academy Award for his work on Thunderball.

May 1965 saw production on Thunderball finally winding down. The last scene to be shot was the fist fight on the bridge of the Disco Volante and the raw footage was handed over to Peter Hunt for editing.

As the shoot neared its conclusion, it became increasingly clear that Connery was becoming more and more unhappy. His two-and-half-year old marriage to actress Diane Cilento was breaking down and Connery, distracted by the problems in his personal life, refused to join in the usual publicity circus that surrounded every Bond film. Connery became increasingly agitated with journalists and photographers who followed him everywhere in Nassau and relented only once, allowing a single interview with Playboy.

The interview brought Connery's unease into the sharpest focus yet: "I find that fame tends to turn one from an actor and a human being into a piece of merchandise, a public institution. Well, I don't intend to undergo that metamorphosis." In retrospect, it was clear even now that Connery's days in the role were numbered.

Connery also turned down an offer to appear in The Incredible World of James Bond, a promotional TV special being made by Wolper Productions for broadcast on the NBC network. Sponsors Pepisco even talked Joan Crawford into going to see Connery to see if they could persuade him to change his mind, but to no avail. Connery stood his ground, even after Wolper offered him a fair sized sum and a cut of the profits, and the special was screened without him.

John Barry and Leslie Bricusse's original title song, Mr Kiss Kiss, Bang Bang, took its title from a comment made in 1962 by an Italian journalist while covering a publicity tour for Dr No. He described Bond, with some accuracy, as "Mr Kiss Kiss, Bang Bang" and the phrase soon cropped up time and again in connection with Bond. Saltzman and Broccoli were so taken by the phrase that they not only allowed Barry and Bricusse to write a whole song around it, but named the night-club in Nassau visited by Bond and Volpe the Kiss Kiss Bang Bang Club.

The song itself was originally recorded by Goldfinger's Shirley Bassey but was re-recorded by Dionne Warwick. Then, just weeks before the film was due to be released, the song was removed from the opening credits altogether, Saltzman and Broccoli suddenly worried that a song that didn't mention the title of the film wasn't going to work. Barry was sent back to work, this time teaming up for the first of many collaborations with lyricist Don Black, to write the new song, Thunderball.

Tom Jones, then at the height of his success, was called in to perform the song. Jones gave his customary full blooded rendition and actually fainted in the recording studio when he hit the song's final note. Fortunately, his performance had been spot on first time and the warbling Welshman didn't have to go back and do it all again...

Barry was working under almost intolerable conditions. The song was recorded only days before the film was due to be premiered and the soundtrack album, issued before the film was released, was a curious affair. As Barry hadn't actually finished the entire soundtrack, the album features only music from the first half of the film!

In a change to the established pattern Thunderball had its premiere not in London's Leicester Square, but at the Manhattan Paramount Theater in New York on 21 December 1965.

By now, it was becoming almost too predictable to note the record breaking takings of a new Bond film. But sure enough, Thunderball's box office take went through the roof again. It easily saw off competition from the likes of The Battle of the Bulge, the then-newly released The Sound of Music and a re-issued Goldfinger, to become of the most popular films of its year. And not just in Britain and America - the film was huge throughout Europe (helped, no doubt, by its plethora of European stars in the supporting cast) and also in Japan where it set new box office records. Indeed such was the enthusiasm (some might say hysteria) with which Bond was greeted in Japan that EON were to set their next film, You Only Live Twice, almost entirely in that country. In the States, Thunderball made more money than any previous Bond film - a record that has still yet to be broken by subsequent entries.

On 17 June 1965, the London Evening Standard carried a story noting that the Bond phenomenon had reached such epic proportions that US TV giant CBS had tried to buy out EON's share in the franchise to the tune of some $30 million. Allegedly Saltzman and Broccoli had been tempted and entered into talks with CBS, but the bid failed when the two parties couldn't reach a resolution over problems involving "tax problems and division of right."