According to Roger Ebert's audio commentary on the DVD, Russ Meyer was unaware that this film would get an X rating. Roger says that Russ would have added more nudity and sex to the film if he knew beforehand.
Budgeted at a modest $900,000 (approximately $4.5 million in 2005 dollars), the film grossed ten times the amount in the US market, qualifying it as a hit for the beleaguered 20th Century-Fox. Though tame by modern standards, "Dolls" was slapped with an "X" rating, and there was much negative publicity generated by the fact a major studio had allowed a "pornographer", Russ Meyer (labeled "King Leer" by the mainstream press at the time) to make a Hollywood film under its aegis. Grace Kelly, who was a member of the board of directors of Fox, was outraged and lobbied to have the studio's contract with Meyer terminated. After his next Fox film, The Seven Minutes (1971) flopped at the box office (possibly due to its LACK of nudity and titillation), the studio terminated its relationship with Meyer. He never made another film for a studio.
The outfit that Kelly borrows from her Aunt Susan to wear to the party at the beginning of the film is the one-piece pants suit that Sharon Tate wore in Valley of the Dolls (1967). Sharon wears it in the scene where she is watching Neely on television and Tony comes home to tell her (and sister Miriam) that the studio has dropped his option. Sharon is also wearing it (sans the metal link belt Kelly will add) in the photo on the cover of the Valley of the Dolls soundtrack LP.
Frequently touted as Pam Grier's film debut. She received an on-screen credit and a photo of her in a party scene was prominently featured in a 1970 Playboy layout on the film. Her role is very brief; she can't even be seen as an extra. Marcia McBroom was roommates with her at the time and got her a role when she was cast in the film.
Originally intended as a sequel to Valley of the Dolls (1967). Jacqueline Susann submitted a screenplay for a sequel, but when Fox found it unsatisfactory, their contract gave them the right to produce a separate version. Susann was reportedly so offended by the results that she threatened to sue 20th Century-Fox. As part of a settlement, Fox inserted the disclaimer "This is not a sequel to VALLEY OF THE DOLLS" in all advertising.
Dolly Read wears a polka-dot lounge pants suit in the first party scene at Ronnie Z-Man's Malibu beach house that had been worn by Sharon Tate in the original Valley of the Dolls (1967) film. In the DVD commentary for this film, Dolly mentions this fact and that she had a crying fit--she did not wish to wear Sharon's old outfit as Sharon had already been murdered when the scene was being filmed.
The character of Ronnie "Z-Man" Barzell was based loosely on legendary record producer Phil Spector. While neither Russ Meyer nor Roger Ebert had ever met Spector, they were told by acquaintances of his that they'd caught his essence very well.
According to screenwriter Roger Ebert, Z-Man's secret was not thought of until late in filming, and tacked on at the last minute. While fans feel that the film's dialogue hints at the secret, Ebert says it's only coincidence.
During the infamous final party held at Z-Man's Malibu beach house, the character Roxanne is wearing one of the "Catwoman" costumes from the old Batman (1966) TV series, while her girlfriend Casey is wearing one of Burt Ward's old Robin costumes from the same TV series.
The theme song was re-recorded by Josie Cotton and released on the CD 'Invasion Of The B-Girls'. Russ Meyer threatened to sue Cotton if she put any of his title songs on her CD, but he died before he could follow through. Josie says that she didn't mean to steal from Meyer, but that she is a fan and it was meant as an homage.
The Criterion Collection had been trying to obtain the distribution rights from 20th Century Fox for a Blu-ray release for about a decade until Fox offered them a deal; if they wanted this film they also had to release Valley of the Dolls (1967) as part of the package deal. Both films received a Blu-ray release September 2016.
In some of the excised footage removed to avoid an X rating, there's a dream sequence with Kelly, wearing a Union Jack flag ensemble, where her dead mother (in a coffin) tells her to seek out her Aunt Susan. Dolly Read also played her mother using ageing effects makeup. Stills from this scene exist, as do stills from the motel room Kelly and the three others were sharing when she had this vision. There was also a scene in which Casey, who has decided to get into film acting, goes to an interview with a casting agent who is revealed to be a pervert who tries to get her onto the "casting couch", essentially sex for film work. As this footage has yet to be seen it has been considered lost.
After Russ Meyer saw that the film was slapped with an X rating (NC-17 today), he immediately wanted to re-edit the film to insert more sex and nudity but 20th Century Fox wanted to rush the film's release and get it to theatres quickly and did not allow him to do so.
When Ashley St. Ives talks about her latest porn film she states that "They've just banned my latest movie in Cincinnati!" which was a reference to the controversy surrounding the film Vixen! (1968) and being banned in Cincinnati.
The trivia items below may give away important plot points.
The violent, gory climax was not in the script. Roger Ebert and Russ Meyer came up with the idea on the day of shooting. It was based on the August 1969 Charles Manson Family murders. Phil Spector, the inspiration for Z-Man, would later be convicted of the murder of actress Lana Clarkson, which means that Ebert and Meyer captured him even more accurately than they could have imagined.
Fearing that Z-Man's beheading of Lance Rock would result in an X-rating by the MPAA, Russ Meyer had the famous 20th Century-Fox fanfare accompanying the scene, hoping to lower its gruesomeness by presenting it as satirical. The film got an X-rating regardless.
After her abortion, Casey Anderson and Roxanne begin a lesbian relationship. As Casey is partially based on the Jennifer North character from Valley of the Dolls (1967) film and novel, this is an intentional reference to Jennifer's abortion and experimentation with lesbianism in the novel, which couldn't be featured in the film version due to strict censorship laws. Both characters also die in their respective films, Jennifer by suicide while Casey is murdered by Z-Man.
According to Erica Gavin, the scene where Z-Man inserts a gun into Roxanne's mouth as she is sleeping before she wakes up only for the gun to blast into her head, was very uncomfortable for her to film because the prop gun hurt her teeth and scraped her tongue.