This was originally intended to be an art house film called "The Seventh Dwarf". However, in order to get it released, director David N. Gottlieb had to include several sex scenes, and it was marketed as an exploitation film.
The picture was distributed by Sam Sherman, who had a knack for cashing in on exploitation pictures. One Hollywood producer once said Sherman's first question about a new project was always, "How many naked women can we add and when can we start auditioning them?" He'd have agencies send several gorgeous actresses who had to strip totally naked during the audition process, even if they were only going to be topless in a film. Sherman once revealed that his favorite auditions were the first-time actresses who were incredibly nervous because they'd never taken their clothes off in front of people before. But they did it anyway because they were desperate to get into movies.
David N. Gottlieb was good friends with Diane Thomas, so he convinced her to read for the part of Josie.
Writer/director David N. Gottlieb came up with idea for Chick to wear a mask during her sex scene with Roger.