1. The movie's title and four of its songs came from George Gershwin's 1927 Broadway musical "Funny Face." Almost nothing was kept from the original -- not its farcical jewel-theft plot, nor most of its Gershwin score. One thing they did share was Astaire, who had starred in the original with his then dancing partner, his sister Adele.
2. The film's plot came from an unproduced show called "Wedding Bells," by Leonard Gershe, who was fictionalizing the love story between two of his famous friends. Astaire's character, photographer Dick Avery, is based on legendary fashion photographer Richard Avedon (note the similarity of the names). Gershe had served with Avedon in the Merchant Marines and knew the story of how Avedon had met and married his wife, Dorcas Nowell.
3. As in the film, the Avedon's marriage was a "Pygmalion" story of a celebrated photographer who transformed a bookish clerk into a reluctant model, then fell in love with his creation. Avedon changed his wide-eyed protege's name to the more exotic Doe (in the movie, it's Jo), made her a top model, then married her. The marriage lasted just five years; by the time "Funny Face" was made, she was re-married, to director Don Siegel ("Invasion of the Body Snatchers," and later, "Dirty Harry"). A part-time actress, she never really enjoyed fashion or show business and was happy to abandon her career when she married Siegel, though she did come out of retirement to appear in John Cassavetes' final film, "Love Streams" (1984). She died just two months ago, in December 2011.
4. Avedon himself was hired as the movie's visual consultant, and his photographs are seen in the opening segment and throughout the sequences set in Paris. One of those photos is a famous shot of Hepburn, an extreme close-up in which only her eyes, nose, and mouth are visible.
5. MGM bought Gershe's project as a possible vehicle for Astaire and Hepburn. But Hepburn was under contract at Paramount, and there was no way the studio was going to lend a rival one of its top stars. So the producers were going to go with Broadway star Carol Haney instead.
6. Eventually, MGM sold the property to Paramount instead, so Hepburn was back on board. She wanted Astaire as her leading man, even though he was 30 years her senior and, at 58, nearing the end of his career as film's top hoofer. Fortunately, Astaire owed Paramount a movie. He was planning to star in "Papa's Delicate Condition," but he tabled it to make "Funny Face." A few years later, that film would be made without Astaire but with Jackie Gleason in the lead.
7. Industry observers joked that "Funny Face" was the only MGM musical ever made at Paramount. Not only did the studio borrow Astaire, but it also borrowed much of the Freed Unit, the musical team that made such classic MGM tunefests as "Singin' in the Rain." Along for the ride were director Stanley Donen, producer Roger Edens, conductor Adolph Deutsch, orchestrator Conrad Salinger, and arranger Skip Martin.
8. Also imported from MGM was vocal coach and choral arranger Kay Thompson. Usually content to work in the background, Thompson instead landed the film's most prominent supporting role, as the fashion editor who employs Astaire and Hepburn.
9. Of course, Thompson was best known, even then, as the author of the "Eloise" novels about a little girl living at New York's Plaza Hotel.
10. Like the other characters, Thompson's Maggie Prescott was based on a real-life figure from the fashion world. Actually, two figures: pioneering Vogue editor Diana Vreeland and Harper's Bazaar editor Carmel Snow.
"Funny Face" -- Trailer
11. Besides his visual influence, Avedon added to the cast several top real-life models with whom he regularly worked. Most famous among them was flame-haired Suzy Parker, considered one of the world's earliest supermodels. She enjoyed a modest acting career, launched by "Funny Face."
12. Another Avedon find was Dovima, who played Marion, an exotic-looking model with a honking Queens accent. That was her birthright, since she was a New Yorker, despite her foreign-sounding name, which she invented by taking the first two letters of each of her three given names, Dorothy Virginia Margaret.
13. In a neat scheduling trick, Hepburn managed to get the Paris portion of the "Funny Face" shoot to coincide with the filming of "Elena and Her Men," which featured her husband, Mel Ferrer, and Ingrid Bergman, so that the off-screen couple didn't have to spend too much time apart.
14. In another neat scheduling trick, she was able to follow "Funny Face" with the Paris shoot of her next movie, "Love in the Afternoon," a romantic comedy with Gary Cooper (yet another of Hepburn's 1950s leading men, after Astaire and "Sabrina" co-star Humphrey Bogart, who were decades older than she was).
15. In 1964's "My Fair Lady," Hepburn's modest singing voice was notoriously swapped out and dubbed by Marni Nixon. But in "Funny Face," she did all her own singing.
16. She also did her own dancing, calling upon her childhood ballet training in three numbers. She was nervous about working with such a master as Astaire, but he put her at ease right away. "Fred literally swept me off my feet," she said later.
17. Dancing in the "He Loves and She Loves" number proved especially difficult for both stars, thanks to the soggy set. June 1956 saw an unseasonable amount of rain in Paris, and the set became a swamp. Hepburn's satin shoes kept getting ruined, and both performers kept getting their feet stuck in the muck. Hepburn defused the tension caused by all the delays by remarking, "Here I've been waiting 20 years to dance with Fred Astaire, and what do I get? Mud!"
18. The rain and mud prolonged the shoot and led to cost overruns. By the time it was finished, "Funny Face" had cost nearly $4 million to make, a lot of money for even a big-budget Hollywood production in those days.
"Funny Face" -- "Bonjour Paree"
19. "Funny Face" played well in big cities but not in small towns, where there seemed to be less interest in the movie's depiction of the fashion worlds of New York and Paris. It did not earn back its budget at the box office.
20. As on "Sabrina," Hepburn's fashion-forward costumes were co-designed by Paramount's famous costumer Edith Head and French fashionista Hubert de Givenchy. But Givenchy hadn't received a screen credit for "Sabrina," and when that movie won an Oscar for its costume design, Head claimed the prize by herself. For this film, Hepburn made sure Givenchy got credit. Sure enough, when the film was nominated for four Oscars, there was one for Givenchy and Head. Givenchy would, of course, go on to design costumes for Hepburn for several other movies, most famously, "Breakfast at Tiffany's."
21. Besides Best Costume Design, the film earned Oscar nominations for its cinematography, its art direction, and Gershe's screenplay. It didn't win any of them.
22. After her rare on-screen appearance in "Funny Face," Thompson spent years doing a nightclub act that featured songs from the film. Having served as Judy Garland's vocal coach, she became a godmother to Garland's daughter, Liza Minnelli, whose pampered childhood was said to be one of the inspiration for the antics of Thompson's Eloise. Thompson's only other major film role cane in 1970, opposite goddaughter Minnelli, in "Tell Me You Love Me, Junie Moon."
23. Carole Eastman, who made her debut in "Funny Face" as a dancer, went on to become a screenwriter, best known for the 1970 Jack Nicholson classic anti-hero tale "Five Easy Pieces."
24. Michel Auclair, who played Professor Flostre (the Paris intellectual that the bookish Jo admires), had just one more notable English-language movie role, as a police inspector in 1973's hit thriller "The Day of the Jackal."
Excerpt from "Funny Face"
25. "Funny Face" most recently re-entered pop culture in a 2006 Gap commercial for skinny black pants. It made use of footage from Hepburn's bohemian dance number, in similar black pants, but scored it to AC/DC's heavy metal anthem "Back in Black."