Vivian Ward
Vivian Ward is an attractive, charming, and savvy young Los Angeles prostitute. Despite having dreamed of greater things, a series of bad decisions and an attraction to "bums" has led her into sex work. Vivian works alongside her roommate and best friend, Kit. Although initially it was Kit who protected Vivian, Vivian is currently the more responsible and capable of the pair.
Having grown up with brothers, Vivian is a tomboy with an interest in cars. She delights in shocking people but also has an endearing vulnerability. She is self-deprecating and full of contradiction; in a gritty and dangerous industry, Vivian is a stickler for dental hygiene, flossing after her first evening with Edward. She is feisty and willing to stand up for herself, but also suffers from low self esteem, withdrawing immediately when someone looks down on her.
Vivian is eager to improve herself and her life and learn to take better care of herself. With every day that passes in Edward's employ, Vivian lets her true self shine through, lowering her psychological walls and earning the love of Edward.
Edward Lewis
Edward Lewis is a second generation business tycoon who is wealthy and successful, but often cold and remote. He is a man of limited sentiment who is good at business and being "the best," but also alienated from his own emotions and desires. His business reflects his cold detachment, as he buys struggling companies and breaks them up to sell them piece by piece, a kind of hostile takeover.
Edward views relationships and personal entanglements as more trouble than they are worth. This prompts him to ask Vivian to spend the week with him as his social companion. He employs Vivian as a kind of girlfriend. He does not anticipate falling in love with her and barely recognizes the feeling when it happens. While Edward transforms Vivian materially and physically, giving her fancy clothes and other ornaments of wealth, he is also transformed. Vivian affects him spiritually, and in her arms, Edward softens and seeks connection rather than dominance and profit. Ultimately, he decides to invest in Morse's company, rather than buy it out from under him.
Barnard Thompson
Barnard Thompson is the manager of the Regent Beverly Wilshire Hotel and takes great pride in his position. He is extremely protective of the hotel and its reputation, which leads him to help Vivian become less conspicuous as a prostitute. While his motive is to cover up Vivian's identity, he forms a warm and knowing bond with her, acting as a kind of fairy godfather, and helping her to fit in more with the upper crust of which Edward is part. Barnard is proper and a stickler for the rules, but also a kind, good-hearted man. His kindness is meaningful and surprising and he is gentle and patient. His support is instrumental in helping Vivian and Edward fall in love, and his unobtrusive interference prompts Edward to chase after Vivian, when it seems that the couple is irreparably separated.
Kit De Luca
Kit is Vivian's best friend and roommate who led Vivian to become a prostitute in the first place. Kit is hardened by and oblivious to the effects of prostitution. Highly disorganized, Kit spends the girls' rent money on drugs and is outrageously untidy. In spite of her flaws, Kit is ultimately supportive, warm, and kind. As with Vivian, prostitution has accustomed Kit to thinking the worst of herself. However, she is supportive of her friend, encouraging Vivian to give Edward a shot, and to dream of a fairy tale ending. Kit's life also takes a more positive turn at the end of the movie, and she decides to trade a life on the streets for beauty school.
Phillip Stuckey
Phil Stuckey is a shameless yes-man who is as ambitious as he is insincere. While he promotes himself as Edward's closest friend and confidant, he is an opportunistic and cutthroat attorney. Depicted as superficial and shallow, Phil favors getting ahead over taking the time to develop genuine social relationships. Phil is manipulative and often leads Edward to act in a way that harms himself but benefits Phil. He is also sleazy and although married, tries to hire Vivian as an escort. When Edward decides to help Morse's company without Phil's counsel, Phil takes it out on Vivian, sexually assaulting her and hitting her. Phil reveals himself to be the film's misogynistic antagonist.
James Morse
James Morse is the head of the company that Edward's company is seeking to buy and dismantle. He is an older gentleman, who runs his business in a more old-school fashion, and Edward is endeared to him. He becomes a stand-in father figure for Edward. When Edward decides not to dismantle his company, Morse tells him that he is "proud" of him.
David Morse
James Morse's grandson, who is being trained to take over the family business. He plays in the polo match that Edward and Vivian attend.
Elizabeth Stuckey
Phil's wife. A cold and superficial woman who passive aggressively insults Vivian at the polo match.
Hollister
The subservient salesman at the department store.
Dennis
The elevator operator.