The original cast and crew of The Exorcist (1973) were very much opposed to a sequel. William Friedkin and William Peter Blatty actually met to discuss ideas at one point, but when they failed to develop a suitable premise, they abandoned the project. Both Linda Blair and Ellen Burstyn turned down repeated offers by the studio, though Blair eventually agreed to return when presented with what she considered a good script. However, according to Blair, due to various rewrites the script ended up a total mess. By that point, however, she was contractually bound to a sequel, and unable to drop out of the project.
Linda Blair refused to be subjected to the makeup she wore in the first film. In flashback scenes, the possessed Regan was played by a double.
Stanley Kubrick turned down the offer to direct. When Sir John Boorman accepted, Kubrick warned him that the only way a sequel to "The Exorcist" would succeed is if it were to be more graphic and horrific than the original.
Linda Blair has said that Richard Burton started out sober, but frequently became drunk during the middle and end of filming. She also says that tensions were high among the cast.