As a person who sells mannequins for a living, I am fascinated by movies and tv shows where mannequins are a significant part of the story line.

My ultimate favorite is the Twilight Zone episode “After Hours” where the mannequins come to life after the department store closes at night. 

I never really cared for the fan favorite, “Mannequin” as it was a bit too silly for my tastes. However, that scene near the end of the movie where “Emmy” is about to be tossed in the shredder along with the other mannequins has a new meaning to me now that I make my living recycling mannequins.

Just like the character played by Andrew McCarthy, I too have saved many a mannequin from that same fate of ending up in a landfill.

I was chatting with a friend/client of mine who was the head of visual merchandising in the 1980-1990’s for several prominent retail chains. He is a very private person, so I will refer to him as Sam. I asked Same what was his favorite movie that featured mannequins and he immediately said Lady Beware.

Sam is a little biased because he lived in Pittsburgh which is where the movie was filmed and he knew a lot of people connected with the filming.

Based on his enthusiasm about the movie, I watched it recently and I have mixed feelings about it. Here is a brief synopsis of the movie before I share my opinions.

An aspiring female visual merchandiser(played by Diane Lane) gets the opportunity to create a display in the corner window of a major retailer as her job interview.  The window captures a double entendre between the word play “Midnight Snacks” featuring kitchen appliances paired with nearly naked mannequins in the window.

Her sexually charged window display causes a sensation and catches the eye of a man who ends up stalking and terrorizing her.

Here is what I liked about the movie

1 The movie was filmed at a time when realistic mannequins were at the height of their usage in retail settings. I love seeing so vast amounts of realistic mannequins something you rarely see in stores today.

2 Many of the mannequins in the movie were made by Rootstein. This brand is one of my favorites and I wrote an extensive series of blog posts about them last year with Sam’s help and photos from his personal collection of over 100 Rootstein mannequins.

3 The window displays in the movie were designed by  Candy Price Pratts (CPP) who was the display director at Bloomingdales in the 1970’s. In fact the main character was based on CPP, as female visual merchandisers were a rarity in those days.

 I wish social media was around back in the day when CPP was creating the window displays so that an archive of her work could be seen and shared online. You can see glimpses of her talent by the various window displays used in the movie. Side note, CCP continues to create visuals, recently for Michael Kors.  Also, HRH Queen Elizabeth II requested an audience with CCP in 1976, after viewing Bloomingdale’s windows and touring the flagship location. 

4 Patricia Field, created the styling of costumes.  Patricia was recommended for the costume role by Candy Pratts Price.  This was WAY before Patricia became famous for the styling of the characters on Sex and the City. This movie is where she got her start.

My dislikes

1 Less than 30 minutes into the movie there are two overtly racist comments. The first is the comment a gay character made about the Black woman who is the assistant to the Diane Lane. And the Black woman is clearly treated as second class citizen. And what little screen time she had initially had in the movie, ended up on the cutting room floor.

The second racist comment is when the stalker calls Diane and implies that she is in danger, not by him, but because of two Black men he says were following her (which never happened). The implication is that the Black men were either going to rape or rob her.

3 My third issue is related to the racism, but you would have to be a mannequin industry insider to notice it. One of the mannequins in the movie is a replica of Billie Blair, a brown skinned Black model. The mannequin was made by Rootstein and the pose she is in is one that is highly sought after by mannequin collectors.

In the movie, as often the case in real life, they whitewash her. Meaning they change her paint color so that she looks like she is a white woman. More about that on this blog post.

4 The movie was as directed by Karen Arthur and it was rare then as it is now for a woman to direct a movie. However according to the American Film Industry archives she ended updistancing herself from the film, objecting to the Scotti Brothers’ release version of the picture. They had changed it from a feminist account of “psychological rape” to an exploitation film.

Despite Scotti Brothers’ initial assurance that Arthur would be permitted a final cut, the company reportedly re-edited the picture to add nude scenes of Diane Lane’s character. Arthur claimed that she intended to include “glimpses of nudity,” but the studio printed negatives she never intended to use to showcase Katya’s sexuality.

In addition two of the characters (including the Black woman mentioned above) roles were cut back. According to Arthur, these supporting roles were instrumental in portraying Diane’s perspective, and the removal of the scenes created “jerky transitions and unmotivated actions.” 

That is probably why the movie which was initially supposed to have a theme of female empowerment and standing up to being bullied, didn’t come across that way.

Here is the catalogue of some of the mannequins used in the movie.

Here are a few other factoids about the movie provide by Sam. Lady Beware began filming around July 21 ,1986, in and around Pittsburgh,  PA. However, before that time, the casting of a silent but important character was being decided between two possible qualified candidates. 

The first candidate was Horne’s Department Store at Penn Avenue,  a seven story 630,000 square foot retailer, founded in 1849.

The second candidate was, Kaufmann’s Department Store,  Fifth Avenue,  a 1.2 million square foot retailer, founded in 1871. 

Ultimately Horne’s was picked, while both stores had corner windows, the overall location of Horne’s, in a more open area of downtown, near the “point” and the overall configuration of their corner window, deemed this space more open to film in. 

Andy Warhol,  was a window dresser for Horne’s Department Store in 1947. Many of the areas that appear on film in Lady Bewarevisual storage, behind windows, etc, would all be the same spaces that Warhol would have passed through during his time working for Horne’s. 

 In 1949 after moving from Pittsburgh to New York, Warhol designed windows for Bonwit Teller. Additional,  Pittsburgh is home to the Andy Warhol Museum.  Several years agoaround 2015, some efforts were continued to locate images of Horne’s windows during Warhol’s time there, but no images have been located.


Lady Beware is a cult favorite. A movie buff from France who read this blog post sent me the following update:  

Viveca Lindford was the character  who got  all her scenes left on the cutting room floor. She played Willa, a bus driver who befriends Diane Lane’s character. I think she was only visible on an old kind of lobby card/memorabilia which I don’t have anymore sadly, there was that picture with Katya and 
another woman , both sporting a hat I think.

It’s very hard to find infos about the movie, especially for an unknown foreigner like me, i’m French.I’ve got the 1st draft from Cohen, dated april 86, there were already a lot of rewrites made before that, 
I think in earlier drafts Katya was raped physically by Price, but Karen Arthur refused that. It still ended up being an exploitation movie but I think some of her intent remained in the final cut.