Dawn Dunning, a one-time aspiring actress now working as a costume designer, on Wednesday testified that in 2004 Harvey Weinstein put his hand up her skirt and touched her genitals without her consent. The mogul later propositioned her to have a threesome with him and his assistant in exchange for roles in his upcoming films, she added on the witness stand in Weinstein’s criminal trial.

Dunning said she was waitressing at a nightclub in the Meatpacking District when she first met Weinstein. After introducing herself as an actress, Dunning said she and Weinstein had several meetings where the then-mogul offered to set up screen tests for her at Miramax for some of his upcoming films.

During these initial meetings, Dunning said that Weinstein made comments about her looks and her body, but that she didn’t feel “unsafe” at the time. But one day, when she was invited by Weinstein’s assistant to visit the set of a production in SoHo, she was led to a hotel room that was operating as a production studio. Dunning testified that Weinstein, when alone with her, put his hand up her skirt and touched her genitals.

“His hand went under my underwear,” Dunning said on the witness stand, through tears. “He was trying to put it in my vagina.”

Dunning said she was “shocked” because there weren’t any “red flags” or “alerts” that indicated the encounter would turn sexual.

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“I just kind of froze for a minute and then stood up. He told me not to make a big deal about it, he apologized and said it wouldn’t happen again,” she said. Afterward, Dunning testified that she didn’t tell anyone because she was “embarrassed.”

“I wanted to pretend like it didn’t happen. I just didn’t want to be a victim,” she said.

Soon after, Dunning said she was invited to have another meeting with Weinstein at the InterContinental Hotel near Park Avenue. She said she agreed to meet him because she gave him the “benefit of the doubt” that he would stick to his word and not do anything inappropriate to her again.

When she arrived at the hotel, she said she met up with Weinstein’s assistant, who said they should go up to his suite rather than wait for him to come down. Dunning said that when she opened the door, Weinstein was only wearing an open hotel bathrobe. On a coffee table in the suite was a stack of papers. “He kind of just cut to the chase and said, ‘Here’s contracts for three films. I’ll sign them today if you have a threesome with me and my assistant,'” Dunning said.

She laughed off the proposition at first, thinking it was a crass joke. But it was then that Dunning said Weinstein grew angry, she said. “He started screaming at me. He said, ‘You’ll never make it in this business. This is how this industry works. This is how these three actresses got to where they are,'” Dunning recalled Weinstein telling her. The actresses he listed were Charlize Theron, Salma Hayek and one other whom Dunning couldn’t remember. (Theron told the New York Times last December that Weinstein would leverage his power over actresses: “One of his lines was that Renée (Zellweger) and I slept with him to get jobs. There was no limit to him. Even in the sexual favors, he would still pit us against each other.”)

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At that point, Dunning said Weinstein was “towering” over her and she became “really scared.” When she looked over at his assistant, Dunning said she just had a “blank expression” on her face. Dunning then said she ran out of the room, to the hallway elevator, and out of the hotel.

The interaction was so traumatizing for Dunning that she ultimately stopped pursuing a career as an actress afterward, she said. “This is the hardest thing I’ve ever done — the worst and hardest thing I’ve done,” Dunning said of testifying in the case. “I would not wish this on anybody.”

Dunning first publicly shared her story to the New York Times in 2017, where she told the reporters about the encounter when Weinstein asked for a threesome.

During his cross-examination, Weinstein’s attorney Arthur Aidala questioned Dunning about the media interviews she’s given since coming forward with her accusation and asked her why she did not previously speak about Weinstein allegedly touching her genitals at a SoHo hotel.

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Dunning, who testified as one of the prosecution’s “prior bad acts” witnesses, said she had never told anyone about the SoHo incident before but realized she needed to tell the “whole truth” after finding out she would be testifying during the trial.

“You guys were the first people on earth that I told,” Dunning said to the prosecutors. “No one else knew about it.”

Weinstein, who faces five felony counts, including predatory sexual assault and rape, has pleaded not guilty and denied accusations of nonconsensual sex.