Audrey Hepburn and Stanley Donen pushed Classic Hollywood towards modernity

“Wouldn’t it be nice if we were like that?” Regina Lampert (Audrey Hepburn) asks the man eventually known as Brian Cruikshank (Cary Grant) as they walk along the Seine in Paris a bit more than halfway into the comic thriller Charade. Brian is confused, because they’re supposed to be talking about murder suspects; Regina has, without warning, switched the subject to Gene Kelly. “Remember when he danced down here by the river in An American In Paris, without a care in the world?” she elaborates. It’s sort of a funny non sequitur, sort of a clever in-joke, and, if you’re aware of the fractured relationship between Paris star Gene Kelly and Charade director Stanley Donen, maybe a sidelong expression of bitterness, too. Despite Charade’s fizzy, cheerful tone, Hepburn and Grant aren’t “like that”—because in 1963, they’re still repeatedly working with Stanley Donen.

There are plenty of repeat actor-director collaborators who may have, whether near-instantly or gradually over time, come to resent each other, even while remaining proud of the work they did together. That said, it’s difficult to think of a more fraught creative relationship that still resulted in the creation of a consensus best-ever pick as rock solid as what Donen and Kelly did together. Is there anyone who really doesn’t care for Singin’ In The Rain, save for the horseshoe-theory groups of people who hate musicals and people who insist on the superiority of An American In Paris, or The Band Wagon?

Singin’ In The Rain was the second film co-directed by Stanley Donen and Gene Kelly, with Kelly starring—and their first film was On The Town, a genre groundbreaker in its own right. Then the Donen/Kelly relationship ended in acrimony with their third picture, the ironically titled It’s Always Fair Weather, and for the remainder of their respective lives both men (and/or their biographers) would periodically grumble about the other.

There’s probably plenty to unpack in that collaboration. But in some ways, Donen’s career became more interesting well after he co-directed the best American musical of all time. He continued to push at the technical boundaries of musicals and other genres, and some of his most successful experiments happened alongside a different, sometimes-dancing, non-codirecting performer: Audrey Hepburn. Over the course of three movies, the pair made a smooth transition from the ‘50s to the ‘60s, riding out a changing cinema with winning style.

In retrospect, Audrey Hepburn was the perfect star for this period; though she didn’t fully retire at the end of the 1960s, she did almost all of her most famous work in the 15-year span from 1952 to 1967. It’s as if she was acknowledging that she was modern enough for full-color widescreen spectacle yet not necessarily the right fit for the New Hollywood that was dawning by ‘67. That’s when she released Donen’s Two For The Road a few months before Bonnie And Clyde, starred in Wait Until Dark a few months later, and then peaced out of cinema for almost a decade, never to full-force return. During her peak period, Hepburn often seemed to have one foot in the American studio movies that preceded her, starring opposite the likes of Grant (25 years her senior), Gregory Peck (13 years her senior), William Holden (11 years her senior), Humphrey Bogart (30 years her senior), and Gary Cooper (28 years her senior). Rarely were these age gaps more obvious than when she was paired with Fred Astaire—seven months older than Bogart!—in Donen’s musical Funny Face.

Yet standard age-gap discourse won’t tell the whole story; Hepburn reportedly insisted on working with Astaire, which seems (at this point in their respective careers) like a demand more likely to produce results than a past-prime Astaire insisting on a 30-years-younger co-star. (It wouldn’t be unheard-of, of course; then again, Fred Astaire in 1957 was not exactly Jack Nicholson in 1997.) Moreover, while Astaire and Hepburn can’t be said to have scorching chemistry in Funny Face, his presence in the movie does lend it an old-fashioned level of comfort that works for a movie that explicitly (if lightly) addresses the clash between new and old ways of thinking. Astaire plays fashion photographer Dick Avery, who finds a new muse in bookseller Jo Stockton (Hepburn), who’s more interested in philosophy than couture. Hoping to merge intellect and beauty for a Quality magazine shoot, Dick whisks Jo off to Paris—the chance to see the city entices her—and the two naturally sing, dance, and fall in love.

The idea of 20th century icon Audrey Hepburn playing an unlikely fashion model is, of course, absurd, and the movie’s spoofing of Jo’s interests indulges an anti-intellectualism that feels of a piece with Astaire’s The Band Wagon (though why that streak is more often excused in the musical that dresses its stars up like babies for the most repulsive non-blackface musical number in musical history remains a mystery). The form of Funny Face, though, is plenty modern, as Donen continues to nudge the musical in a less staidly presentational, more cinematic direction.

The opening number “Think Pink!” could have been an inspiration for Barbie, and finds its rhythm in editing, color, and imagery more than in bravura singing or dancing; later, Donen uses a red-lit darkroom as the setting for the film’s title song, and if the idea of Hepburn having a “funny face” is a tough sell, the lighting at least has a way of temporarily blurring her beauty (which is then both reclarified and abstracted via a printed extreme close-up of her facial features, created in-movie by Dick).

The film’s true highlight, though, is a mid-movie dance number from trained ballerina Hepburn—though she trades the precision of ballet for a free-form, beatnik-friendly explosion of movement. She careens through the rich red, green, and blue lighting of an underground club with a vividness that feels three-dimensional compared to less stylish musicals. “There’s no need to be formal or cute about it,” Jo says, advocating for dance as self-expression just before bursting into her exuberant number.

Hepburn is giving voice to what could be interpreted as Donen’s increasingly sophisticated approach to the musical. That’s not to say his musical staging isn’t formally impressive—or, in the broad sense of the word, cute, because Hepburn and Astaire are both absolutely adorable in their various musical scenes. But the movie doesn’t look for cute excuses to get its characters moving. It’s animated by a purer sense of possibility in how the camera can create an alternate reality, serving that song and dance. It’s there in elements of On The Town, Singin’ In The Rain, and even the extremely regressive likes of Seven Brides For Seven Brothers, where the riot of color, movement, and inventive framing almost obscure the romance predicated on group Stockholm syndrome. Funny Face brings Donen’s technique closer to the foreground, and though Astaire gamely helps it along, it’s Hepburn who fully embodies it.

Funny Face wasn’t Donen’s final musical—or Hepburn’s, as she infamously starred sans her singing voice in My Fair Lady—but it might as well have been, given the genre’s decreasing cultural prominence. The pair reunited six years later for Charade, which despite a similar setting (Paris), age-gap pairing connecting Hepburn to Classic Hollywood (this time personified by Cary Grant), color scheme (bright), and entertainment value (extremely high), feels somewhat less forward-thinking in its style. Compared to the other two Hepburn/Donen movies, it’s more of a pastiche, albeit of top-tier materials: A Hitchcockian caper that sometimes serves up dialogue with a screwball spin. Hepburn’s Regina gets drawn into a mysterious and potentially deadly search for stolen money after her husband (whom she is about to divorce) turns up dead and a charming man (Grant) turns up living, flirty, and enigmatic.

Hepburn never made a movie with Alfred Hitchcock, and between this and Wait Until Dark, it seems like she wanted to do one of his fun ones, at least in theory. For that matter, maybe Donen did, too, after a fashion; 12 years after Hitchcock’s Notorious and five years before Charade, Donen reunited Grant and Ingrid Bergman for the paper-thin rom-com Indiscreet. Though it’s not as boldly stylized as its spiffy animated credits and Henry Mancini score might indicate, Charade is more amped-up than Indiscreet—more reflective, in other words, of Hepburn’s frazzled elegance than of Bergman’s unflappable version. As far as Hepburn’s European adventures with old Hollywood stars, Charade is neither as romantic as Roman Holiday nor as eye-catchingly composed as Funny Face—the movie sometimes feels as if it wants to stay out of Hepburn and Grant’s banter, understandably. On a visual level, it’s most compelling in some of its crucial tension-building edits, like a foot chase late in the movie where Donen cuts between Grant and Hepburn with increasing speed. Their next and final film together would again send Hepburn traveling through Europe, with even more emphasis on Donen’s editing choices.

Donen and Hepburn both had a busy 1967; he had the well-liked comedy Bedazzled, she had the aforementioned Wait Until Dark, and they worked together one more time on Two For The Road, which marries Donen’s formal playfulness with glimpses of bleakness never seen in Funny Face or Charade. For the first time in a Donen film, Hepburn is paired with someone approximating an actual contemporary—Albert Finney, playing about the same age as his co-star, though he was actually seven years her junior. In this time-skipping drama, Mark (Finney) and Joanna (Hepburn) meet as young travelers and eventually embark upon a 13-years-and-counting marriage, which we see only through car trips, cut together as a series of non-linear scenes (with the timeline sorted out, there are five trips in total, plus a brief side trip with Mark on his own).

Donen interweaves these narratives without much obvious signaling—no subtitles, no slow fades, and some visual tricks merging past and present, like multiple versions of the couple from different timelines appearing to occupy the same frame through their vehicles. As with his musicals, but to vastly different ends, Donen’s technique creates an alternate reality, where we experience chronology as jumbled, free-associative memories. Some feature ironic rhyming (different complaints about a beach, years apart) and others are just plain jarring (serious marital drama juxtaposed with farcical interludes when Mark and Joanna travel with another, highly unpleasant couple).

Throughout this ambitious undertaking, Hepburn serves as an audience beacon; those attentive to her elegant style will notice the frequent changes in haircut and outfits as a marker of time, simulating the experience of watching a movie star’s evolving career (though it’s worth noting that her usual costume designer didn’t work on Two For The Road). It’s probably a coincidence and/or a story convenience that the movie begins with Mark and Joanna in 1954, when Hepburn was close to the beginning of her leading-lady career (Roman Holiday came out in 1953, and Sabrina came out in 1954), but there’s still retrospective poignancy in watching a movie that spans roughly the same period as its star’s central filmography. Indeed, the baggage that Hepburn brings to Two For The Road helps the movie immeasurably. Finney’s good performance isn’t to blame; in the writing, his Mark is made to protest too much, grumbling and puffing up, and seeming altogether ungrateful to have met a character played by Audrey Hepburn. Maybe that’s why Hepburn’s much-older co-stars aren’t as off-putting as they should be; even if their characters might playfully condescend a little, most of them seem to essentially understand what kind of presence they’re staring in the (not especially funny) face.

Donen seems to understand that, too—that Hepburn’s presence will grant him some leeway in creating variations on familiar Hollywood formulas, whether it’s musical, thriller, or romantic drama. It’s difficult to make the case that Hepburn needed Donen’s experiments to the same degree; take them away, and she’s still got Roman Holiday, Sabrina, and Breakfast at Tiffany’s, among others. Still, on their own those movies feel more tradition-bound compared to her movies with Donen, which are more likely to approach her from odd angles—sometimes literally, given the flirtation shot from the other side of a bookshelf in Funny Face or the sometimes-extreme vantages from which he views the couple in Two For The Road. She’s no less the elegant movie star, but that literal flexibility in Funny Face (which she clearly already had) stays with her, allowing for a renewed sense of discovery even after the audience thinks they more or less get the Audrey Hepburn thing.

“Want me to make some funny faces?” Joanna asks Mark in Two For The Road, consciously or not paying homage to Hepburn and Donen’s first movie together. The answer doesn’t seem like it should be yes. Yet together, they bend it in that direction—no other dancers required.