 Fashion photographer Dick Avery (Fred Astaire), in search for an intellectual backdrop for an air-headed model, expropriates a Greenwich Village bookstore. When the photo session is over the store is left in a shambles, much to salesgirl Jo Stockton s (Audrey Hepburn) dismay. Avery stays behind to help her clean up. Later, he examines the photos taken there and sees Jo in the background of one shot. He is intrigued by her unique appearance, as is Maggie Prescott (Kay Thompson), the editor of a leading fashion magazine. They offer Jo a modeling contract, which she reluctantly accepts only because it includes a trip to Paris. Eventually, her snobbish attitude toward the job softens, and Jo begins to enjoy the work and the company of her handsome photographer.