An iconic 1957 movie musical starring Creator/AudreyHepburn, Kay Thompson and Creator/FredAstaire, and directed by Stanley Donen (''Film/SinginInTheRain'' and ''Film/SevenBridesForSevenBrothers''), based InNameOnly on a 1927 Broadway musical that also starred Fred Astaire.

Maggie Prescott (Thompson) is fashion editor looking for the next big thing - trying to find something intelligent and beautiful. She and photographer Dick Avery (Astaire) search for models who "think as well as they look." They decide to take over a village bookstore to use for a photoshot, much to salegirl Jo Stockton's (Hepburn) dismay as the shop is left in a total mess.

Dick notices Jo in one of the photographs and the pair decide to hire her as a model, which Jo only agrees to so she can take a trip to Paris, but her snobbish attitude softens over the film as she starts to enjoy the company of the handsome photographer.

!!The movie provides examples of:
* AffectionateParody: Of 1950s high-fashion magazines, especially ''Vogue'' and ''Harper's Bazaar,'' and fashion photographers. This produces a CrowningMomentOfFunny early in the film, when Fred Astaire (playing the fashion photographer) and his crew totally disrupt Jo Stockton's [Hepburn] Greenwich Village bookshop for a magazine shoot.
* {{Beatnik}}s: In all the places where Jo hangs out.
* BrainyBrunette: Jo's EstablishingCharacterMoment.
** Subverted with Marion, the model who is fruitlessly ''trying'' to look brainy in the bookstore shoot.
* TheCameo: Well-known (at the time) 1950s fashion models Dovima and Suzy Parker (who herself later became an actress).
* FashionMagazine: The backdrop.
* FashionShow: The "Think Pink" number.
* HollywoodNerd: Jo Stockton. Type 2, obviously, since this is Creator/AudreyHepburn.
* ImNotPretty: Jo tells Dick she couldn't possibly be a model, because her face looks funny.
* InNameOnly: The film shares a title, four songs (not including the originally CutSong), music composers (Music/{{George| Gershwin}} and Ira Gershwin), and [[Creator/FredAstaire the leading man]] with the original stage musical. The plot, however, has nothing to do with it.
* MayDecemberRomance: While ages aren't directly stated for the ''characters,'' Audrey was 30 years younger than Fred.
* NoCelebritiesWereHarmed: Dick Avery is based on photographer Richard Avedon, who served as a creative consultant on the film and actually took the photographs featured in it.
* PimpedOutDress: Numerous examples on of splendid late-1950s ''haute couture,'' and Creator/AudreyHepburn[='=]s character is dressed, when we first see her, as the chic Hollywood version of a beatnik. In fact, this movie was one of the films that established Hepburn as a style icon.
* PowerTrio: Jo is Superego, Dick is Ego and Maggie is Id.
** Later in the film, Dick and Maggie switch roles.
* RemakeCameo: Creator/FredAstaire starred in the original stage version of ''Funny Face'' in [[TheTwenties 30 years prior.]] The show went through numerous rewrites and a name change (from ''Smarty''), and the film version [[InNameOnly has a completely different plot]].
* SheCleansUpNicely: The whole premise.