Shot in 12 days.
Antonia Dorian said she was nervous filming her first love scene in this film, especially since she was going to be topless. She'd danced topless in Vegas shows and in videos, but that wasn't the same as being on a small set surrounded by male actors and crew just a few feet away, all staring at her. Jim Wynorski gave her wine to calm her nerves. He also limited how many people would be on set. That and the wine helped her finally get through the scene.
While filming a cat fight with Michelle Bauer, Toni Naples asked if she could grab her breasts. Bauer said "Go for it."