Regular stars Bing Crosby and Bob Hope returned, but the leading lady was now Joan Collins rather than Dorothy Lamour. Lamour made a cameo appearance as herself late in the film and other cameos are provided by David Niven, Peter Sellers, Roger Delgado, Frank Sinatra, and Dean Martin. Hope's character is named "Chester Babcock" an in joke as songwriter James Van Heusen was born "Edward Chester Babcock".
In her autobiography, Dorothy Lamour said that Crosby had felt her too old to play a leading lady whilst Hope refused to do the film without her. Her extended cameo that featured her singing and having interplay with Hope and Crosby was a compromise.
The plot involves espionage and space rockets, being reminiscent of Dr. No and hence is part of the spy craze of the 1960s. Hope and Crosby are up against a SPECTRE type organisation called "The Third Echelon" who have their own underwater secret headquarters and are led by Robert Morley with James Bond film regular Walter Gotell as "Dr. Zorbb". The film's art director is another Bond film regular, Syd Cain.
Although the movie features the same kind of antics and gags as previous episodes, with all characters trying their utmost to help each other, the film was not as well-received as its predecessors.
The famous transsexual April Ashley appeared in this film, but her credit was pulled after the press revealed this.