Lady Beware is a 1987 American thriller film directed by Karen Arthur and starring Diane Lane, Michael Woods and Cotter Smith.

Katya Yarno is a window dresser for Horne's department store who specializes in displays with sexy, slightly kinky themes.

Arthur began working on Lady Beware in the late '70s, shortly after the success of her second feature, The Mafu Cage, which screened at Cannes, landed her a four-picture deal at Universal.

"[5] The film was shot on location in Pittsburgh during the summer of 1986 after Scotti Brothers Entertainment agreed to finance and distribute it.

[7] Lady Beware's 28 days of shooting took place primarily in the city's North Side and downtown neighborhoods.