- Eric Braeden was originally cast as Paul Grogan, but he pulled out to pursue another project. Ha had already shot some underwater swimming footage which is used in the film.
- A waitress from the Holiday Inn where the director and crew were staying stood in for Heather Menzies during the topless shots because Menzies was concerned that her husband might not approve of the nude scene.
- This film was reported to have been shot in 30 days for $660,000.
- Bradford Dillman was originally unhappy with characters 2D nature, and asked writer John Sayles why his character was so thin. Sayles responded that Roger Corman regularly did not use good actors in his film, so he deliberately didn't elaborate on characters. But since Dillman was a "real" actor, he was more than happy to enhance his characters depth.
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