Chris Owen and Danielle Fishel reprised their roles from the original along with Tony Denman, James DeBello, Patrick Cavanaugh, Marieh Delfino, Jennifer Lyons, and Gable Carr.

Added to the ensemble are Vida Guerra, Charles Shaughnessy, Richard Riehle, Jasmin St. Claire, Oren Skoog and Justin Whalin.

The film was directed by the brothers David and Scott Hillenbrand and written by long-time collaborators Patrick Casey and Worm Miller.

The music of UK Swing Band Dominic Halpin and the Honey B's is featured in this film along with a score composed by David Hillenbrand.

The film was shot on location in California, primarily aboard the Queen Mary, docked in the Port of Long Beach.