Happily engaged to her handsome fiance, Charles, Fanny is soon hit with one misfortune after another until she is forced to become a prostitute to survive. This is the story, with many erotic asides, of her struggle to regain her pride in herself and find happiness in life once again.

Lisa Foster
as Fanny Hill

Oliver Reed
as Edward Widdlecome

Wilfrid Hyde-White
as John Barville

Shelley Winters
as Mrs. Cole

Alfred Marks
as Lecher

Paddie O'Neil
as Mrs. Brown

Barry Stokes
as Charles

Maria Harper
as Phoebe

Vicki Scott
as Polly (uncredited)

Susie Silvey
as Jane (uncredited)