Wynorski says Kelli Maroney was cast because "I had seen Kelli in a couple of things and I wanted to date her. So, I figured the one way to make that happen was to put her in a movie." She replaced Dana Kimmell, who had been cast on the strength of her performance in "Lone Wolf McQuade" but Dana did not want to do anything that was sexual," according to Mitchell. "So Jim was very quick to say, "Well, she’s out, let’s get Kelli," who was pretty much game for anything." Karrie Emerson also replaced someone else.