Katt Shea got the idea for this film after her then husband Andy Ruben made her go to a strip club after she lost a bet with him. At first, she was embarrassed because everyone thought she was an off-duty stripper. When she sat down to watch the show, she soon realized that their dancing was a valid form of artistic expression. That's when she decided to make this movie in order to show their true abilities.
All the songs featured in this film were added in post-production. The strip scenes were all shot using popular songs, but those songs had to be replaced in post, because the licencing rights proved to be too expensive.
Real strippers were used to play strippers in this movie.