'Pretty Woman' Turns 30! Dive Into PEOPLE's Special Issue Which Includes an Oral History

"She didn't walk—she sort of floated in. It was magic." The cast recalls seeing Julia Roberts become a star in real-time in a PEOPLE exclusive

Pretty Woman was one of Hollywood’s great makeover stories even before it hit movie theaters in March 1990.

Director Garry Marshall, already famous for TV comedies like Happy Days, took a grim script called 3000 about a prostitute’s weekend with a businessman, and cut the darkest parts about addiction and the gritty reality of sex work. What resulted was a frothy rom-com that would make its lead actress, a young Julia Roberts, into a star, opposite leading man Richard Gere.

“Richard knew Julia was a star launching into the universe,” the late director’s daughter Kathleen Marshall tells PEOPLE.

Still, the pairing nearly didn’t happen— Gere turned down the role of financier Edward multiple times until Roberts persuaded him to say yes. “I pleaded with him in a real way!” Roberts once told PEOPLE .

For the film’s 30th anniversary the cast and crew spoke to PEOPLE for a Pretty Woman special edition, excerpted here.

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Pretty Woman
Pretty Woman. Touchstone/Kobal/Shutterstock

The Makeover

JF LAWTON (Pretty Woman screenwriter): “I’d been doing wacky fireman stories, ninja movies, what I thought was commercial stuff. But this came from real human beings. I lived in that area of Hollywood Boulevard and knew the kind of girls in that neighborhood and what the situation was.”

HECTOR ELIZONDO (Hotel manager Barney Thompson): “I said, ‘Garry, this is a Disney movie? This is very dark.’ And he says, ‘Don’t worry, Hector; we’ll make it nice. We’ll make it fun.’ And I said, ‘Good luck with that, pal.’ “

LAWTON: “Certainly the script was much, much edgier than the movie. For the original ending, he’s leaving town and at the last minute offers to drive her back. They get in a big argument in the car, and he opens the door and says, ‘You’ve got to go.’ I mean, she’s sobbing. He gives her the money, and she won’t take it, so he forces it into her hand. She throws it in his face, and then he drives off. After he’s gone, she picks the money up out of the gutter.”

JASON ALEXANDER (Edward’s lawyer, Philip Stuckey):It was a challenging story to get behind, but Garry’s take was much kinder and sillier. The possibility of these two impossibly mismatched people finding romance became the real hook, and the circumstances sort of faded away.”

LAWTON: “There was a lot of back-and-forth: Can the ending be more hopeful? There was talk of her going off with the businessman’s grandson. But the chemistry between Richard and Julia was so genuine, so electric, it was clear there was no other ending.”

ALEXANDER: “It was never inappropriate, ever, but it seemed like Julia had a little crush on Richard, which makes sense. I had a little crush on Richard. Richard’s very hard to not have a little crush on.”

Pretty Woman
Jason Alexander in Pretty Woman. Courtesy Everett Collection

BARBARA MARSHALL (Wife of director Garry Marshall): “I worked as a nurse at the L.A. Free Clinic [which served sex workers]. Julia came with me one day and decided to go out with some of the girls! I called Garry, and he said, ‘She’ll be fine.’ They showed her how to walk, how to approach a car. A big mission of the clinic was to provide health care and contraception, and I insisted that Vivian carry condoms. I brought home all the varieties one day so Garry could see them, and he wrote it into the script. I was so proud of that!”

Party on the Set

ELIZONDO: “Garry was a different ball of wax. He didn’t make a movie. He threw a movie like you’d throw a party. He made everybody feel comfortable.”

LAURA SAN GIACOMO (Vivian’s friend Kit de Luca): “I remember filming on Hollywood Boulevard in our fuzzy slippers most of the night, because the high-heel shoes, you can’t wear those for too many hours.”

SCOTT MARSHALL (Garry’s son, who had a cameo): “I remember in the bathtub scene that he was trying to get Julia to relax because the crew was standing around, all these guys with tattoos and lights. At first he told her he put goldfish in the bathtub to freak her out [he didn’t]. And then he did this bit where he told everyone, ‘When she goes underwater, leave.’ And she came up out of the tub, and there was no one there, and she just cracked up.”

RELATED: Julia Roberts Doesn’t Think You Could Make Pretty Woman Today

DEY YOUNG (Snobby saleswoman):I was only on the set for one day, but Garry became a friend. I know he was really taken with Julia and saw how magnetic she was. It seemed like a very happy set, and I think she and Garry were responsible for that.”

SAN GIACOMO: “Garry made everyone feel like they had grown up [together]. And so the whole tone of the set and the story, it all starts to seep and mix together in this kind of warm and playful way.”

ELIZONDO: “He’d say, ‘I think it’s time for a pie.’ You’d be on-camera, doing your scene, and someone would come up behind you and smack you right in the face. Before you know it, everybody starts laughing, and you start eating the pie from your face.”

Richard Gere, Julia Roberts
Everett Collection

That Red Dress

MARILYN VANCE (Costume Designer): :The portrait by John Singer Sargent of ‘Madame X’ turned me on completely. In the painting the dress was black. Garry wanted black. Black is hot. Black is sexy. But I knew that the gown could not be black. I drove Julia to the polo field in the [red version] because I had to show [Garry and the producers]. She loved it.”

PATRICK RICHWOOD (elevator operator): “There’s that moment in the movie where she comes out of the elevator in the red dress; when she came onto the set we had that moment in real life. The whole set came to a hush.”

ELIZONDO: “She was stunning. She didn’t walk—she sort of floated in. It was magic.”

BARBARA MARSHALL: “I remember one day Richard Gere was walking around. And I said, ‘Richard, what’s the matter? You look a little sad.’ And he said, ‘You know, I just realized I’m just the suit.’ I said, ‘What are you talking about?’ He said, ‘It’s her picture. She’s wonderful’ “

ELIZONDO:I saw the movie the other night. I said, ‘Oh no, this is not going to get me, at the end with the rose in the mouth.’ Sure enough, you get a lump in your throat. You can’t help it, even me.”

PEOPLE’s new Pretty Woman 30th Anniversary special edition is available now on Amazon and wherever magazines are sold.

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