Pretty Woman uncomfortable playing a sex worker. Winona Ryder auditioned, but was turned down because Marshall felt she was "too young". Jennifer Connelly was also dismissed for the same reason. Emily Lloyd turned it down as it conflicted with her shooting for the film "Mermaids". Meg Ryan, who was a top choice of Marshall's, turned it down as well. According to a note written by Marshall, Mary Steenburgen was also among the first choices. Diane Lane came very close to being cast (the script was much darker at the time); they had gone as far as costume fittings, but due to scheduling
Winona Ryder nomination, and in the same year appeared alongside Johnny Depp in Burton's dark fairy-tale "Edward Scissorhands" (1990), and shortly thereafter opposite Gary Oldman in Francis Ford Coppola's gothic horror romance "Bram Stoker's Dracula" (1992). Having played diverse roles in many well-received films in the mid to late 1980s and early 1990s, Ryder won a Golden Globe Award for Best Supporting Actress and an Academy Award nomination for her portrayal of socialite May Welland in Martin Scorsese's "The Age of Innocence" (1993), as well as another Oscar nomination for Best Actress for her role as Jo March in the film adaptation