As per the opening credits
- Richard Gere as Edward Lewis, a rich corporate raider from New York who hires Vivian to be his escort for a week
- Julia Roberts as Vivian Ward, a free-spirited Hollywood prostitute
- Ralph Bellamy as Jim Morse, owner of Morse Industries, a troubled shipbuilding company Edward plans to take over
- Jason Alexander as Philip Stuckey, Edward's insensitive lawyer
- Héctor Elizondo as Barnard "Barney" Thompson, the dignified and soft-hearted hotel manager
- Laura San Giacomo as Kit De Luca, Vivian's sarcastic wisecracking best friend and roommate who taught her the prostitution trade
- Alex Hyde-White as David Morse, Jim Morse's grandson, who is being groomed to take over the Morses' shipbuilding company
- Amy Yasbeck as Elizabeth Stuckey, Philip's wife
- Elinor Donahue as Bridget, a friend of Barney Thompson who works in a women's clothing store
- John David Carson as Mark Roth, a businessman in Edward's office
- Judith Baldwin as Susan, one of Edward's ex-girlfriends whom he runs into at Phil's party at the beginning of the film. She has recently married and Edward's secretary was a bridesmaid.
- Patrick Richwood as Night Elevator Operator Dennis
- James Patrick Stuart as Dennis Rowland, the day bellhop
- Dey Young as a snobbish saleswoman in a clothing store
- Larry Miller as Mr. Hollister, the manager of a clothing store where Vivian buys her new wardrobe
- Hank Azaria as a detective (Film Debut)
