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Moving on to another magazine project, Maggie wants to find the perfect spot to photograph one of the magazine's models named Marion (Dovima, who was a major fashion model in the 1950's working closely with photographer Richard Avedon. This was her only film.). An assistant suggests that they go to a bookstore in Greenwich Village to create an intellectual atmosphere. Maggie, Marion, a host of Maggie's staff all in pink and the magazines head photographer, Dick Avery (Fred Astaire), force their way into a dingy, but quiet, bookstore along with all of their equipment. A store employee, Jo Stockton (Audrey Hepburn) protests the uninvited intrusion vehemently, but the "Quality" magazine army locks her out of the store to work undisturbed. After several hours, the "Quality" mob vacates, but the books and store are left in a shambles for Jo to clean up. Dick offers his help to clean the store, but Jo refuses. After Dick leaves, Jo proceeds to sing another wonderful song in the film, "How Long Has This Been Going On?"
Maggie decides that "Quality" must find a real "Quality woman" to represent the magazine and it isn't Marion.
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