Bette Midler, Cynthia Gibb, Elisabeth Moss, Peter Riegert, Jennifer Rae Beck, Lacey Chabert, Ed Asner, Jeffrey Broadhurst, Christine Ebersole, Linda Hart, Anna McNeely, Tony Shalhoub, Michael Jeter, Andrea Martin, Rachel Sweet
Rose Hovick lives to see her daughter June succeed on Broadway by way of vaudeville. When June marries and leaves, Rose turns her hope and attention to her elder, less obviously talented, daughter Louise. However, having her headlining as a stripper at Minsky's Burlesque is not what she initially has in mind.