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| Brooke Shields | Violet |
| Keith Carradine | Bellocq |
| Susan Sarandon | Hattie |
| Frances Faye | Nell |
| Antonio Fargas | Professor |
| Gerrit Graham | Highpockets |
| Mae Mercer | Mama Mosebery |
| Diana Scarwid | Frieda |
| Barbara Steele | Josephine |
| Matthew Anton | Red Top |
| Seret Scott | Flora |
| Cheryl Markowitz | Gussie |
| Susan Manskey | Fanny |
| Laura Zimmerman | Agnes |
| Miz Mary | Odette |
| Don Hood | Alfred Fuller |
| Pat Perkins | Ola Mae |
Hattie, a New Orleans hooker, meets a photographer named Bellocq at her brothel one night and, after he photographs her, he befriends her 12-year-old daughter, Violet . When Violet is brought on as a working girl by her mother's madam and Hattie skips town to get married, Violet quickly loses her innocence and focuses on reuniting with Bellocq. But a life with Bellocq is compromised for Violet after her mother returns to town.
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