Funny Face has just about everything going for it. Audrey Hepburn, Fred Astaire, Stanley Donen, great Gershwin tunes, a terrific rare glimpse of the incomparable Kay Thompson and above all some of the most exciting visuals and overall art direction ever caught on film. So what happened? The sad decision to let Hepburn do her own singing. That's not to say her voice is bad. It's very... nice. But for a full blown musical of this scale, the audience is yearning for Hepburn's character to really give out with a great set of pipes. Perhaps not quite to the extent of Kay Thompson, an actress perhaps better suited for the stage than the intimacy of the screen. Yet while the movie does not fulfill its promise, it's still well worth seeing. The transformation of Hepburn from mousy bookstore clerk to haute couture model is as wonderful as her similar transformation in "Sabrina". The modeling sessions with Astaire directing Hepburn are delightful and above all the VistaVision presentation of late 50s gloss can not be matched, (the opening credits nearly make up for the entire movie). With Richard Avedon and Suzy Parker's influence the movie almost makes you forgive its failings. Still by the last frame the audience is left with only one thought: "Where's Marni Nixon when you need her?".