Robert Townsend put US$40,000 of the film's US$100,000 budget on ten personal credit cards. He got free film stock by splicing together leftovers from the production of Odd Jobs (1986) and Ratboy (1986). The 17 days of shooting were spread over two years, between Townsend's tours as a stand-up comedian.
In the "Death of a Breakdancer" segment, Townsend's character is a film noir private eye named Sam Ace. This is an obvious reference to Sam Spade, a classic film noir private eye once played by Humphrey Bogart.