Originally intended to be a dark cautionary tale about class and prostitution in Los Angeles, this motion picture was reconceived as romantic comedy with a large budget. It was widely successful at the box office, and it became one of the highest money-makers of 1990.
Edward Lewis (Richard Gere), a successful businessman and "corporate raider", takes a detour on Hollywood Boulevard to ask for directions. Receiving little help, he encounters a beautiful prostitute named Vivian Ward (Julia Roberts) who is willing to assist him in getting to his destination.
The morning after, Edward hires Vivian to stay with him for a week as an escort for social events. Vivian advises him that it "will cost him," and he agrees to give her $3,000 and access to his credit cards. Vivian then goes shopping on Rodeo Drive, only to be snubbed by saleswomen who disdain her because of her immodest clothing. Initially, hotel manager Barnard Thompson (Hector Elizondo) is also somewhat taken aback. But he relents and decides to help her buy a dress, even coaching her on dinner etiquette. Edward returns and is visibly amazed by Vivian's transformation. The business dinner does not end well, Edward making clear his intention to dismantle Morse's corporation once it was bought, close down the shipyard which Morse spent 40 years building, and sell the land for real estate. Morse and his grandson leave angrily, and Edward remains preoccupied with the deal afterward. Back in the hotel Edward reveals that he had not spoken to his recently deceased father for 14 and half years. That night, the two have sex on the piano in the hotel.
The next morning, Vivian tells Edward about the snubbing that took place the day before. Edward takes Vivian on a shopping spree. Vivian returns to the same shop that had snubbed her, telling the salesgirls they had made a big mistake.
The following day, Edward takes Vivian to a polo match where he is interested in networking for his business deal. While Vivian chats with David Morse, the grandson of the man involved in Edward's latest deal, Philip Stuckey (Edward's attorney) wonders if she is a spy. Edward re-assures him by telling him how they met, and Philip (Jason Alexander) then approaches Vivian and offers to hire her once she is finished with Edward, inadvertently insulting her. When they return to the hotel, she is furious with Edward for telling Phillip about her. She plans to leave, but he apologizes and persuades her to see out the week. Edward leaves work early the next day and takes a breath-taking Vivian on a date to the opera in San Francisco in his private jet. She is clearly moved by the opera (which is La traviata, whose plot deals with a rich man tragically falling in love with a courtesan).
While playing chess with Edward after returning, Vivian convinces him to take the next day off. They spend the entire day together, and then make love, in a personal rather than professional way. Just before she falls asleep, Vivian admits that she's in love with Edward. Over breakfast, Edward offers to put Vivian up in an apartment so he can continue seeing her. She feels insulted and says this is not the "fairy tale" she wants. He then goes off to work without resolving the situation. Vivian's friend, Kit De Luca (Laura San Giacomo), comes to the hotel and realizes that Vivian is in love with Edward.
Edward meets with Mr. Morse, about to close the deal, and changes his mind at the last minute. His time with Vivian has shown him another way of living and working, taking time off and enjoying activities for which he initially had little time. As a result, his strong interest towards his business is put aside. He decides that he would rather help Morse than take over his company. Furious, Philip goes to the hotel to confront Edward, but only finds Vivian there. He blames her for changing Edward and tries to rape her. Edward arrives in time to stop Philip, angrily ordering him to leave the hotel room.
Edward tends to Vivian and tries to convince her to stay with him because she wants to, not because he's paying her. She refuses once again and returns to the apartment she shares with Kit, preparing to leave for San Francisco to earn a G.E.D. in the hopes of a better life. Edward gets into the car with the chauffeur that took her home. Instead of going to the airport, he goes to her apartment arriving accompanied by music from La Traviata. He climbs up the fire escape, despite his fear of heights, with a bouquet of roses clutched between his teeth, to woo her.
His leaping from the white limousine, and then climbing the outside ladder and steps, is a visual urban metaphor for the knight on white horse rescuing the "princess" from the tower, a childhood fantasy Vivian told him about. The film ends as the two of them kiss on the fire escape.
- Richard Gere as Edward Lewis, a rich, ruthless businessman from New York who is alone on business for a week in Los Angeles. At the start of the film, he borrows a fancy car from his lawyer and winds up, lost, in the red-light district. While asking for directions back to the Beverly Wilshire Hotel he meets a hooker named Vivian.
- Julia Roberts as Vivian Ward, a beautiful, kind-hearted prostitute on Hollywood Boulevard, who is independent and assertive—refusing to have a pimp and fiercely reserving the right to choose her customers and what she would do and not do when with them. She runs into Edward, a wealthy businessman, when he asks her for directions to Beverly Hills. Edward hires Vivian for the night and offers her $3,000 to spend the week as his escort to business social engagements.
- Ralph Bellamy as James Morse, a businessman and owner of an underperforming company that Edward is interested in buying and breaking up. Edward later has a change of heart and offers to partner with Morse for a Navy shipbuilding contract that would effectively make his company strong again.
- Jason Alexander as Philip Stuckey, Edward's insensitive lawyer. Philip pesters Edward after he sees Vivian and David Morse getting along. After learning that Vivian is a prostitute, Philip propositions her (to her dismay). After a lucrative deal falls through because of Edward's feelings for Vivian, he angrily tries to force himself on her but is stopped by Edward. The epitome of corporate greed, Philip represents what Edward might have become had he not met Vivian and changed his outlook on life.
- John David Carson as Mark Roth
- Laura San Giacomo as Kit De Luca, Vivian's wisecracking friend and roommate, who spent their rent money on drugs. After Vivian gives her rent money and a little more, while telling her that she has 'potential', an inspired Kit begins to plan for a life off the streets.
- Alex Hyde-White as David Morse, James Morse's grandson, who is smart and is being groomed to take over the Morse Company when his grandfather either dies or retires. He plays polo and might have feelings toward Vivian as he shows her his horse during the game that Edward and Vivian attend.
- Amy Yasbeck as Elizabeth Stuckey, Philip's wife, who likes to be the center of attention in everything. She is quite sarcastic to Vivian when they first meet at the polo game, although she does tell Edward that Vivian is sweet.
- Elinor Donahue as Bridget, a friend of Barney Thompson who works in a women's clothing store and is asked by Barney to help Vivian purchase a dress after Vivian has an encounter with two snobby women in another dress store.
- Héctor Elizondo as Barnard "Barney" Thompson, the stuffy but golden-hearted manager of the hotel. At first, Barnard does not hide his disdain for Vivian, but he eventually befriends her, helps her buy a cocktail dress, and gives her lessons in table manners.
- Judith Baldwin as Susan, one of Edward's ex-girlfriends, with whom Edward reunites at the beginning of the film. She has married and reveals to Edward that his secretary was one of her bridesmaids.
- Laurelle Brooks Mehus as the night desk clerk where among other scenes she shared the opening hotel scene with Vivian and Edward.
- James Patrick Stuart as the day bellhop who carries Vivian's new clothes for her after her shopping spree.
Pretty Woman was initially conceived to be a dark drama about prostitution in Los Angeles in the late 1980s. The relationship between Vivian and Edward also originally harboured controversial themes, including the concept of having Vivian addicted to drugs; part of the deal was that she had to stay off cocaine for a week, because she needed the money to go to Disneyland. Edward eventually throws her out of his car and drives off. The movie was scripted to end with Vivian and her prostitute friend on the bus to Disneyland. These traits, considered by producer Laura Ziskin to be detrimental to the otherwise sympathetic portrayal of her, were removed or incorporated into the character of Vivian's friend, Kit. These "cut scenes" have been found in public view, and some were included on the DVD released on the film's 15th anniversary. One such scene has Vivian offering Edward, "I could just pop ya good and be on my way," indicating a lack of interest in "pillow talk." In another, she is confronted by drug dealers outside The Blue Banana, and rescued by Edward and Darryl.
Pretty Woman bears striking resemblances to Pygmalion myths: particularly George Bernard Shaw's play of the same name, which also formed the basis for the Broadway musical My Fair Lady. It was then-Disney Studio President Jeffrey Katzenberg who insisted the film should be re-written as a modern-day fairy tale with qualities of a love story, as opposed to being the dark drama it was originally developed as. It was pitched to Touchstone Pictures and re-written as a romantic comedy. The original script was titled $3,000, however this title was changed because executives at Touchstone thought it sounded like a title for a science fiction film. It also has unconfirmed references to That Touch of Mink, starring Doris Day and Cary Grant.
The opera scene in Pretty Woman is also similar to a chapter in one of A.J. Cronin's books (The Judas Tree) in which a poor girl (not used to upper-class gentility) is taken up by a wealthy gentleman, who woos her, buys her precious things (such as a beautiful dress and gem necklace) and takes her to the opera: "..while the haunting melody of the aria 'Un bel di' swelled, then faded from the darkening room, he took one swift glance at his companion. Tears were streaming down her cheeks." (The Judas Tree', Book Club Edition, page 240, 1961).
Casting of Pretty Woman was a rather lengthy process. Marshall had initially considered Christopher Reeve for the role of Lewis, and Al Pacino turned it down. Pacino went as far as doing a casting reading with Roberts before turning the leading role down. Gere agreed to the project. Reportedly, Gere started off much more active in his role, but Garry Marshall took him aside and said "No, no, no. Richard. In this movie, one of you moves and one of you does not. Guess which one you are?" Julia Roberts was not the first-choice for the role of Vivian, and was not wanted by Disney. Many other actresses were considered at the time. Marshall originally envisioned Karen Allen for the role. When she declined, it went to many better-known actresses of the time including Molly Ringwald, who turned it down because she felt uncomfortable with the content in the script, and did not like the idea of playing a prostitute. She has since stated in several interviews that she regrets turning the role down. Winona Ryder, a popular box-office draw at the time, was considered, and auditioned, but turned down because Marshall felt she was "too young." Jennifer Connelly was also dismissed for the same reason.
Meg Ryan, who was a top choice of Marshall's, turned it down. According to a note written by Marshall, Mary Steenburgen was the first choice to play Vivian Ward. Michelle Pfeiffer turned the role down as well, because she did not like the "tone" of the script. Daryl Hannah was also considered, but turned the role down because she believed it was "degrading to women". Valeria Golino also turned it down as she did not think the movie could work with her thick Italian accent. Jennifer Jason Leigh had auditioned for the part, but later decided not to do the movie after she read the script because she felt it was sexist. When all the other actresses turned down the role, 21-year-old Julia Roberts, who was relatively unknown at the time, with the exception of her Oscar nominated performance in the film Steel Magnolias (1989), won the role of Vivian. Her performance made Roberts a star.
Pretty Woman's budget was not limited, therefore producers could acquire as many locations as possible for shooting on the film's estimated budget of $14 million. The majority of the film was shot on location in Los Angeles, California, specifically in Beverly Hills, and inside soundstages at Walt Disney Studios in Burbank. The escargot restaurant called "The Voltaire" was shot at the restaurant "Rex", now called "Cicada". The filming of the Beverly Wilshire Hotel lobby was shot at the Ambassador Hotel in Los Angeles. Filming commenced on July 24, 1989, but was immediately plagued by countless problems, including issues with space and time. This included Ferrari and Porsche, who had declined the product placement opportunity of the car Edward drove, because the manufacturers did not want to be associated with soliciting prostitutes. Lotus Cars saw the placement value with such a major feature film. This company supplied a Silver 1989.5 Esprit SE (which was later sold). This gamble paid off as the sales of the Lotus Esprit tripled during 1990-91.
The film's primary shooting commenced on July 24, 1989. Shooting was a generally pleasurable and easy-going experience for those involved, the film's budget was broad and the shooting schedule was not tight. While shooting the scene where Vivian is lying down on the floor of Edward's penthouse, watching re-runs of I Love Lucy, in order to achieve a genuine laughter, Garry Marshall had to tickle Roberts's feet (out of camera range) to get her to laugh so hysterically, which is featured in the film. Likewise the scene in which Gere playfully snaps the lid of a jewelry case on Roberts' fingers was improvised by Gere, and Roberts' surprised laugh was genuine, while the dress wore by Roberts in that scene, is considered one of the most unforgettable dresses of all time. During the scene in which Roberts sings along to Prince in the bathtub sliding down and dunking her head under the bubbles, Roberts came up and opened her eyes and saw that everyone had left except the cameraman, who got the shot. In addition, during the love-making scene between Roberts and Gere, Roberts got so nervous that a vein visibly popped out on her forehead. She also developed a case of hives, and calamine lotion was used to clear them until shooting could resume. The filming was completed on October 18.
In its opening weekend, Pretty Woman opened at #1 at the box office grossing $11,280,591 and averaging $8,513 per theater. Despite the film dropping to number two in its second weekend, it grossed more in its second weekend, grossing $12,471,670. It remained number one at the box office for four non-consecutive weeks and on the top ten for sixteen weeks. The film has grossed $178,406,268 in the United States and $285,000,000 in other countries for a total worldwide gross of $463,406,268. It was also the fourth highest-grossing film of the year in the United States and the third highest-grossing worldwide.
The film received decidedly mixed reviews from critics. On Metacritic, Pretty Woman received an average score of 51 out of 100 from the 17 reviews it collected. Owen Gleiberman of Entertainment Weekly gave the film a D, stating that the film "starts out as a neo-Pygmalion comedy" and with "its tough-hooker heroine, it can work as a feminist version of an upscale princess fantasy." Gleiberman also said that it "pretends to be about how love transcends money" and that it "is really obsessed with status symbols." On the movie's twentieth anniversary, Gleiberman wrote another article explaining his review, ultimately saying that although he felt he was right, he'd have given it a B today. Carina Chocano of The New York Times said that movie wasn't a love story, it was a money story. Its logic depended on a disconnect between character and narrative, between image and meaning, between money and value, and that made it not cluelessly traditional but thoroughly postmodern.
Pretty Woman is noted for its musical selections and hugely successful soundtrack. The film features the song "Oh, Pretty Woman" by Roy Orbison, which inspired the movie's title. Roxette's "It Must Have Been Love" reached No. 1 on the Billboard Hot 100 in June 1990. The soundtrack also features "King of Wishful Thinking" by Go West, "Show Me Your Soul" by the Red Hot Chili Peppers, "No Explanation" by Peter Cetera, "Wild Women Do" by Natalie Cole and "Fallen" by Lauren Wood. The soundtrack went on to be certified three times platinum by the RIAA.
The opera featured in the movie is La traviata, which also served as inspiration for the plot of the movie. The highly dramatic aria fragment that is repeated in the movie is from the end of "Dammi tu forza!" ("Give me your strength!") from the opera. The piano piece which Richard Gere's character plays in the hotel lobby was composed by and performed by Gere. Julia Roberts sings the song "Kiss" by Prince while Richard Gere's character is on the phone. Background music is composed by James Newton Howard. Entitled "He Sleeps/Love Theme," this piano composition is inspired by Bruce Springsteen's "Racing in the Street."
- "Wild Women Do" - 4:06
- "Fame" - 3:36
- "King of Wishful Thinking" - 4:00
- "Tangled" - 4:18
- "It Must Have Been Love" - 4:17
- "Life in Detail" - 4:07
- "No Explanation" - 4:19
- "Real Wild Child (Wild One)" - 3:39
- "Fallen" - 3:59
- "Oh, Pretty Woman" - 2:25
- "Show Me Your Soul" - 4:20
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