Much of the cast of Dante's The Howling is reunited on this film, including Christopher Stone, Dee Wallace, Robert Picardo, Dick Miller, and Belinda Balaski.

Their picaresque adventure begins in 1956 when Mary has a pregnancy scare after letting Bob Randolph go too far with her.

Dick Miller plays Roy Farrell, a private detective hired to find the girls.

Also in small roles are Dante regular Mark McCraken and the producer of the original version, Samuel Z. Arkoff.

The script was written by Charles S. Haas and in many ways is a companion piece to his previous collaboration with Dante, Matinee.