Cast of 3 Women

Shelley Duvall plays Mildred "Millie" Lammoreaux, a quirky and talkative young woman who works at a health spa.

Sissy Spacek portrays Mildred "Pinky" Rose, a shy and impressionable young woman who becomes obsessed with her coworker Millie.

Janice Rule takes on the role of Willie Hart, a local artist who becomes entangled in the lives of Millie and Pinky.

Robert Fortier plays Edgar Hart, the husband of Willie Hart who also gets involved in the unfolding drama.

Ruth Nelson appears as Mrs. Rose, Pinky's overprotective and religious landlady.

John Cromwell portrays Mr. Rose, the mysterious and aloof husband of Mrs. Rose.

Sierra Pecheur plays Ms. Bunweill, a coworker of Millie and Pinky at the health spa.

Craig Richard Nelson takes on the role of Doctor Maas, a local physician who treats the characters in the film.

Maysie Hoy appears as Doris, a friend of Millie who works at the health spa.

Belita Moreno plays Alcira, a waitress at a local bar where the characters socialize.

Leslie Ann Hudson portrays Polly, a resident in the desert town where the story unfolds.

Patricia Ann Hudson appears as Peggy, another resident in the desert town connected to the main characters.